


B10 x MUs

by DMChumble



Series: Xrossover Collection [7]
Category: Ben 10 Series, Marvel (Comics)
Genre: Crime Fighting, New Transformations, Superheroes, Supervillains, hero work
Language: English
Status: In-Progress
Published: 2020-11-29
Updated: 2021-03-08
Packaged: 2021-03-10 06:54:17
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 25
Words: 36,804
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/27770095
Author URL: https://archiveofourown.org/users/DMChumble/pseuds/DMChumble
Summary: All stories with Xrossover in the title all tie together, but can be read individually as well. This one is Marvel Comics. I hope you all enjoy the story. I had decided to try writing Crossover Stories for awhile instead of the usual stuff I write since it was a new challenge for me, and decided to share it here too.
Series: Xrossover Collection [7]
Series URL: https://archiveofourown.org/series/2027191
Kudos: 6





	1. Chapter 1

Xrossover   
B10 x MUs Chapter 1

Paradox had returned them to their normal universe where they relaxed for awhile and dealt with classes they'd missed while dealing with their adventures in other dimensions. Kevin and Rook were interested hearing their stories and seeing some of the new stuff Ben had gotten along the way. Gwen was more interested in keeping up with her grades however and so was more focused on that while Ben was talking with the guys about their adventures. Maybe they'd get to go during one of these dimensional hopping adventures, he wasn't really sure. That was up to Paradox. Though he was soon called to New Galvan Prime by Azmuth to check on Ben's progress with the Ultimatrix M.U.

"Well now it seems you've gone and collected quite a lot of new specimines." The first thinker of New Galvan Prime known as Azmuth spoke to the young hero seeing all the different genetics he'd scanned. 

"Oh ya, there were a lot on Oa. Though they didn't really seem to be anything impressive like our universe. I did put the aliens that I wanted to try out into the playlist instead of leaving them into the genetic bin." Ben spoke in response to what the creator of the watch was saying to him, telling them he'd picked out the ones that he was curious to try. 

"That's good you've figured out the storage function and have used it to keep yourself from being overwhelmed by too many new transformations at once." Azmuth spoke while reading over the genetics that Ben had collected from his travels. 

"Ya, but there seems to be a glitch in the system. Every time I try to transform into upchuck it skips over the normal form and goes straight to the ultimate form." The Alien watch wielding hero explained to Azmuth about what he'd been dealing with recently. "Doesn't matter if it's Murk or Perk form I try." 

"Hmm.. That is Odd, the watch isn't designed to skip over the normal transformations, we'll have to figure out what's causing the glitch after we're done cataloging the new genetics that have been collected by the watch." Spoke the first thinker as he was studdying some of the genetics through a microscope. "When exactly did it first happen?" 

"Well, ever since I used ultimate Upchuck to swallow a modified chronosapien timebomb I've been changing into ultimate form instead of regular Upchuck, before that it was working fine. Which is strange." Came the answer with a sigh as he wasn't really sure what was going on. 

"You used an ultimate Gorumand to swallow a modified Chronosapien Time Bomb and survived?" Azmuth then questioned looking up at them confused as to what he'd just said since he didn't think that was even possible to do. "What else have you swallowed?" 

"Let's see, there's the modified Chronosapien Time Bomb, A necklace with this weird butterfly in it that turns people evil and gives them superpowers that makes them work for this bad guy named Hawkmoth, glowing rocks called kyrptonite that were made into shackles, appearently they are radioactive or something and drain a superhero named superman's powers. Let's see what else.." Ben began thinking after counting off what he'd swallowed on his fingers while he did so. "OH!, and this thing called the Anti-life Equation, supposedly it was meant to wipe out all life in existence or something." 

Hearing all of this the first thinker just stared at Ben in shock for a long while before speaking. "Ben a Gorumand isn't meant to swallow such destructive things, I hightly doubt even an evolved Gorumand could take such an array of destructive energies. Please tell me that you didn't eat anything else." 

"Well, not much else, only a couple of things, let's see.. There was this big magic eye made of some weird technology that mixed magic into it, a missile capable of taking out a city the size of Bellwood, and then there was this weird thing called legion that looked similar to frankenstrike, but according to Gwen was a magic creature called a Titan, and the amulet, that is the necklace, that it was supposed to be sealed in. But that's really it." Ben answered saying the last of the stuff he'd swallowed as Ultimate Upchuck. 

Before Azmuth could scold Ben any further a blue light appeared beside them and the time traveling hero Professor Paradox appeared before the two of them. Which meant that Ben was now needed in another dimension it would seem. Though the first thinker didn't like the idea of him going so soon after finishing the genetic dump of the newly aquired dna, especially since he didn't have time to figure out what was causing the glitch with the watch and the Evolved Gorumand form that Ben was using to take so many dangerous things into himself. 

"Absolutely not timewalker." The Galvan spoke shaking his head no and crossing his arms before throwing them down to his sides. "I have yet to fix the Ultimatrix M.U.'s glitch that makes him transform straight into the Ultimate Gorumand form, and I have to make sure that form is stable." 

"Yes, I do apologize about that old friend, however Ben is needed in other Universes." Professor Paradox spoke in response looking at his pocket watch as if checking the time. 

"Don't y.." Azmuth began to retort but Paradox closed the watch and vanished from sight along with Ben leaving the first thinker Galvan to shout out in anger. "GAAHHH DAMN IT TIME WALKER!" 

Ben and Paradox were traveling through another of the time streams once again while ben just fiddled with the watch since arguing wouldn't really do any good, and he didn't wanna end up in some abandoned doomed timeline with no way back. He'd seen that before, not something someone wants to repeat. Though eventually he did get bored as this trip was taking a little longer than usual it had seemed. So he floated over to beside Paradox to chat with him and quit messing with the watch. 

"You know Azmuth is going to be mad, right?" Ben spoke asking if Paradox realized how mad the first thinker was going to be at them for just up and vanishing like that. 

"Yes, well, he'll get over it eventually." Responded Professor Paradox to the question presented by Ben as they were continuing onward. 

"So where are we going exactly? Seems it's taking longer than usual." Noted the hero asking where they were headed off to since it was taking so long to get there. "If it were just a when we'd be there by now wouldn't we?" 

"Ah, sharp as ever I see, Yes it is indeed a where this time around Ben, this universe is past that of the Justice League which was closer to your own universe in question." Answered the professor with a nod as they continued onward. "However it won't be too much longer. 

"Good I'm ready to get started on whatever it is I need to do." Ben spoke with a nod hearing that it wouldn't be too much longer and he could stretch his legs, he'd been in that chair letting the genetics dump download for over an hour. 


	2. Chapter 2

Xrossover   
B10 x MUs Chapter 2

After basically Snatching Ben up from Azmuth's lab Paradox had taken him off to wherever the next universe he'd need to be was. They'd talked about how mad Azmuth was going to be about them just up and leaving before he had a chance to check the glitch with the Evolved Gorumand out yet, and Paradox had stated that he'd get over it eventually. Though this time they didn't swing by to get Gwen or anyone else really. It was just Ben on his own again for this trip, unless he'd made friends that could help while here. 

"Ah, here we are Ben." Paradox spoke looking at his pocketwatch saying that they'd finally arrived at the universe that he needed to drop Ben off at. "Oh yes, and do tell Madam Web that I said hello won't you?" 

"Sure thing, I'm ready." Ben nodded activating the Ultimatrix ready to choose a transformation any moment. 

"That's the spirit." The good professor spoke with a cheerful tone and smile before closing his pocketwatch and Ben blinked, he was now falling from several stories in the air. 

"Oh great, couldn't have gotten me closer to the ground?" Questioned the alien changing hero as he turned the dial before slapping it down and changing into the form he'd chosen. "Spider Monkey." He then called out before fireing a web line to swing from. 

Spider Monkey began swinging around the city taking in the sights and learning more about what was going on. While doing so he'd accidentally caught the attention of a guy swinging around on a web line of his own. They were wearing a Spider-Themed costume that was blue and red with a massive amount of black covering it as if it was out of some really dark styled comic book, it had a large Red spider on it with large yellowish white curved triangular eyes. There were also smaller red spiders on the back of their wrists and hands attached to the bigger spider by some kind of red web line, along with a spiderweb cape on their back. Waving hello caught the guy off guard and made him swing into the side of a building and drop down onto a pile of trash in the alleyway below. 

"Ooh, that looks like it hurt, you alright there pal?" Spider Monkey questioned jumping down onto the dumpster in front of the garbage pile. 

"Ow, ya, I'll be alright. My suit is reinforced." Spoke the Spider-themed individual as he sat up holding his head. "Still hurts like hell though." 

"Well that's good to hear at least." Spoke the alien monkey offering a hand to help the guy up. "I've never known a man to swing around on spider-webs, but then that's not really all that strange compared to what I'm used to."

"I imagine so, I've heard of Spider-Ham before, but never Spider-Monkey." The guy joked taking Spidermonkey's hand being helped up by the blue furry alien. "Who are you anyway?" 

"Funnily enough Spider Monkey." Spider Monkey answered back about his name with a laugh before hitting the Ultimatrix M.U. symbol and continuing to speak once he's back to his normal human form. "But you can just call me Ben." 

"Ben.. Madam Web mentioned something about me meeting a hero named Ben today." The Spider-themed man spoke in response to hearing Ben introducing himself. "I'm Spider-Man, we should go someplace a little more private to talk." 

"Right, how about there?" Ben suggested gesturing to a random rooftop of a nearby church that was away from prying eyes that seemed like a good spot for them to go to talk about whatever was going on. 

"Good idea, people don't tend to go up there so it'd be a place we can talk in private." The hero, nown known as Spider-Man spoke with a nod. 

"Let's see if you can keep up." Ben then spoke activating the Ultimatrix M.U. and hitting down the dial changing instantly in an almost blinding green light. His new for seemed like a mix between a grasshopper and a praying mantis with significantly large three-jointed legs that had two lite colored toes. This new form had green skin and a large segmented horn on top of his head with and two smaller horns on the sides of his head where the eyes are placed. His arms have two sharp fingers and a thumb on each hand. Finally he was wearing a solid black unitard like suit with short sleeves that stop at the elbows and legs that went to just above the knees. "Crashhopper. Woo-hoo." 

After changing into his alien Orthopterran form Ben then took off like a spring loaded rocket bouncing incredibly high very quickly and landing on the top of one of the buildings that was nearby the church before jumping again and landing atop the church and waiting for Spider-Man to come and join him up there. While Crashhopper was waiting Spider-Man had to swing his way up as far as he could and finish the rest of the way up climbing up the walls like a spider. 

"Alright, now that we're in a more private area, what's going on here?" Crashhopper questioned Spider-Man wanting to know just what's supposed to be up. 

"I was hoping you could tell me, I'm just doing my usual thing." The web slinging hero spoke in response to their question saying he didn't know either. 

"Well that makes things more complicated. Let's start with how things work in this world?" Asked the insectoid alien in respone to Spider-Man saying he didn't have a clue. 

"For starters, a lot of heroes have secret identites here, though some have chosen to go public with their identities such as Tony Stark." Spider-Man spoke talking about the whole secret identity thing and how some choose to keep it a secret while some choose to reveal their identites. 

"And which category are you in?" Asked Crashhopper wanting to learn more about this new guy and this world while he's here. 

"Well, My identity is secret, I would just stay in whatever your shapeshifted forms are." Answered the Spider-Themed hero about his identity being secret, and suggesting that he also keep his identity secret. "Unless you want people to try to disect you or steal whatever the source of your power is." 

"Alright then, I might need to have a list of heroes since I'm new here, I don't need to know where they stay or their identites, just their names and what they look like so I know who's going to be an ally and I don't accidentally attack one of the good guys." The Alien changing hero then spoke with a nod asking for Spider-Man to tell him about the heroes that he does know about. 

"Well, there's a lot of heroes, I would suggest going around town and judging for yourself who's a hero and who's not." The Web-Head spoke suggesting that Ben explore the town to make that decision on his own, instead of just going by someone else's word. 


	3. Chapter 3

Xrossover   
B10 x MUs Chapter 3

Talking to Spider-Man, Ben had decided to explore around the city to see for himself who were heroes and who weren't. This was a little more difficult than when hanging out with the justice league. A lot of people had a more morally grey code they'd follow. Still, he'd managed to figure things out little by little as he explored the rather large city. It was around the size of Bellwood, if not a bit larger. Still, he'd chosen not to reveal his identity, which was kinda fun having a secret identity again. While wandering he'd come across someone having trouble with a vehicle. 

"Having car trouble?" Ben questioned the individual walking over to them wondering if he could possibly help them. 

"I doubt you'd be able to help with this, it's an experimental design." The individual spoke as Ben began checking under the already popped hood. 

"Hmm, doesn't seem that bad really." He then spoke catching the person off guard as he reached down and messed with a connection piece causing the vehicle to jump start. "There we go." 

"HOW?" The individual questioned surprised by how easily Ben had managed to fix the vehicle. 

"Not that complex." Ben answered back as he then walked off to continue exploring the city. 

Ben continued to explore around the city and found some guy with a tail attacking a bank as cops were surrounding them trying to stop them from harming anyone. This man was decidedly not one of the heroes about the city, and that meant they were probably a villain. Deciding to help Ben then snuck over to an alleyway while everyone was focused on the guy that was attacking the bank and the cops trying to rob the place and activated the Ultimatrix hitting down the dial. 

"You coppers ain't gonna stop me." The man in the suit spoke slamming his tail down onto one of the cop cars and lauging. "Scram this here's my loot." 

"Give it up Gargan, we have you surrounded." One of the cops spoke telling the guy to surrender, despite the fact all the cops seemed to be scared of him. 

"As if, you coppers can't stop me, I'm the Scorpion, an.." The man in the green battlesuit began to speak as he tried to strike them with his tail but found that it seemed to be caught on something. "What the?" The man knwon as Gargan, or the Scorpion, questioned turning to see what his tail was caught on only to come face to face with a large red eight foot tall being with four arms. 

"Hi there, name's Fourarms." The Red being spoke with a wave of one of his arms saying hello as Scorpion tried to attack him, only to have his fist grabbed by one of the Red guy's hands. Followed by trying the same thing with his free hand and getting the same result. 

"You're strong Fourarms but it seems we're at an impass." The Scorpion spoke stating that the two of them were at a stand still and couldn't get the upper hand. 

"Except you forget one little thing." Fourarms spoke before uppercutting Scorpion in the jaw hard while holding onto his firsts and tail with his three other arms.

Due to hitting him so hard in the jaw The man known as Scorpion was knocked senesless and went limp as Fourarms let go of his tail and his fists. He turned to look at the cops who all had their weapons drawn and were now pointing them at him not knowing if he was a hero or not. With a sigh Fourarms then shook his head as someone new called out ready to fight. This annoyed him as he was simply going to deal with scorpion and leave him to the cops, but now he had to deal with this. 

"HOLD IT!" A large man armed with several weapons spoke he was incredibly jacked up and overly muscular with Red skin color and black hair, if Ben had to guess military uniform of some kind. "You're coming with me." 

"Look I'm not here to make trouble, I saw the cops were having a hard time with this guy and stepped in to help, that's all." Fourarms then told the large Red man explaining to him what he was doing there. "I'm a superhero just trying to help." 

"Then you're coming with me, Now." The Red individual yelling at our favorite alien changing hero spoke saying he'd be going with him. 

"No offence but you seem crazy, I think I'll just take my chances here." Fourarms spoke in response telling him that he wasn't going to be going with him, and instead wanted to stay there. 

"That wasn't a request, you're going with me one way or another." The man spoke before throwing a punch at Fourarms who caught it using all four of his arms stopping it, but digging a couple of grooves into the ground with his feet in the process. This caused everyone to stare surprised by the fact that he'd just stopped a hulk in their tracks so easily. 

"Someone's got anger management problems, you really need to chill, or should I say.." The shape changing hero spoke before slapping the Ultimatrix M.U. Symbol on his chest making an almost blinding green light flash in front of them, and changing into a blue and black tall and slender individual that appeared to be wrapped in a cloak the same color as his skin. "Big Chill." 

"Just what the hell are you?" The Red being questioned, he'd yet to introduce himself though currently Ben didn't really care who he is. 

"I am a Necrofrigian." Responded the new transformation known as Big Chill taking a deep breath and blowing icy cold air onto Red Hulk though he didn't know his name. 

All this did was manage to make the Red Hulk grow angrier, which made him heat up, melting the ice that Big Chill had created by blowing the wind on there. "WHY YOU, YOU'LL PAY FOR THAT!" 

"Well, I'd love to stay and play, but I've wasted enough time playing with you." Big Chill stated to the fire based Red guy saying he was leaving. 

"Oh no you don't, you're not going anywhere unless it's with me, conscious or not." The military man spoke in response to Big Chill saying that he's leaving. 

Looking at the man funny Big Chill then began to laugh and seemingly disappeared from sight before phasing through the ground. This really made the Red man angry as he hit the ground where Big Chill had stood in frustration. Meanwhile Big Chill had simply unfolded his wings while intangible and flew down a random tunnel before flying up and looking around to find a place to change back into Ben. He'd looked around and flown to somewhere that he could change back without being noticed and then proceeded to turn back into Ben before slipping out of the alleyway and blending into the crowd just exploring around to learn more about the city some more. 


	4. Chapter 4

Xrossover   
B10 x MUs Chapter 4

Ben had dealt with scorpion and then was attacked by a red jacked up individual who looked to be military of some kind, though definately not plumber. He'd changed into Big Chill and slipped away during the fighting so as to not cause unnecessary damage to the bank and surrounding areas. He'd found odd jobs to do for cash, and of course back alley and biker bar pool and poker games he'd beat them and win cash from. They didn't like that much, of course after Ben through one of them through a window they thought twice about messing with him, and he'd paid the bartender to replace the windw. He'd just crashed at the cheapest place he could find for the night and then headed around town after finding breakfast at a fast food joint. He then wandered around and heard some teens talking about him.

"They have this same symbol somewhere on their boddies, I think that's a team symbol or something." One of the random civilians spoke while Ben was walking past, he'd decided to listen in for a bit. 

"No way, I say they're the same person, don't you see how they switch out when they hit that symbol?" The person's friend spoke in response about the theory they had about the new guys that had appeared thinking they were all the same person. 

Hearing this Ben just continued walking while listening to people talking about him on the street, it was kinda nice hearing them talking about him without being hounded for autographs and things of the like. Though there were of course critics as well sadly, he'd had those saying if he was a hero he wouldn't have fought Red Hulk, so that was that guy's name. But then, what was he supposed to do, stand there and get pumbled? Though it seemed someone was willing to give him a chance, that guy Jameson said he'd offer a chance if he wanted to interview today at six unscripted 'IF' they showed up. Of course, there was a line of fakes pretending to be him just to be on tv so he'd have to get around them. 

"Of course, people pretending to be me. Let's see, I could phase through, but I think going the direct approach may be better." Ben spoke sliding into an alleyway and activating the Ultimatrix M.U. before choosing the form he wanted and hitting down the dial and changing into a small yellow insect-like alien with black eyes and green pupils. They also had four stick legs and a beak for a mouth, along with a big antenna that had green sleeves on the bends being held in place with silver bands. He had a green and black brace with the Ultimatrix M.U. Symbol on it as well. "Ball Weevile."

"OH COME ON! HOW MANY OF YOU FAKERS ARE THERE!" The man known as J. Jonah Jameson shouted out in frustration as to how many fakes were in line to try to get onto his news cast. 

While he was doing his ranting Ball Weevile made he way past the fakers and poked Jameson onto the side of the leg to get his attention. "You wanted to see me?" He then questioned looking up at the man once he'd had his attention. 

"What the? Where did this insect come from? I wanted that Red fourarmed Guy or that blue guy that vanished." Jameson spoke seeing Ball Weevile having been caught off guard by the sight of them. 

"Oh ya, they're both the same person, and they're both me. Perhaps you'll be more comfortable if I'm in a human form." The tiny insectoid creature spoke tapping on the strange symbol on it's brace and in a bright almost blinding green light he'd changed into the tetramand form again. "Fourarms. So, is that better?" 

"What the? So you can change forms?" The man with the toothbrush moustache questioned looking at him confused seeing that. 

"That's right, you can send these fakers home now." Fourarms spoke telling him he could just send the rest of the people lined up home since they had the real one there ready to do the interview. 

"Well, you all heard the man, get out." Jonah called out to the fakers telling them all to leave so they could do the interview. "Now about the interview." 

"Right, I do have some conditions, first, if I tell you I'm not ready to tell everyone that information, just leave it be and move on to the second question. Second, I want a fair an unbiased interview without prejudices getting involved." The Tetramand spoke in response to the topic of the interview. "Other than that you can ask me anything, and I don't need any money for doing this, I just need to let people know I'm here to help." 

Hearing that they didn't need to pay this guy for the interview made them quite happy and Jonah liked the sound of that as they prepared the set and had a spread for the guests for the day which Fourarms walked over to and relaxed enjoying the food while waiting to be called, of course he'd only had one plate since he wasn't going to be greedy and make a bad impression. Eventually he was called to the recording stage though. 

"Mister, um.., fourarmed guy? They're ready for you on the set." One of the girls that worked there spoke going up to Fourarms to let him know that they were ready. 

Nodding he headed on over and when he was given his cue he walked over and sat down. "Thanks for letting me give my side of things." Fourarms spoke to Jameson before they started the interview. 

"Alright, so, let's start wit the first quiestion of why you seemed to be hitting the bank." Jameson spoke asking the first question to Fourarms wanting to know why he'd seemingly been trying to rob the bank. 

"I wasn't, I saw the boys in blue needing some help so I stepped in to lend them a hand.. or, uh, four." He explained before making a joke and smiling to help ease the tension explaing that he was helping the cops not robbing the bank. "That scorpion guy was robbing it." 

"I see, and who gave you the authority to step in exactly?" Jonah questioned next wanting to know what gave him the right to step in the way that he did. 

"The government technically, you see, where I'm from I'm considered an officer of the law, and since other officers were needing help I stepped in to do so." Fourarms continued to explain to Jameson. 

This caught the attention of Jameson hearing that the guy was an officer of the law, and also changed how the interview went. "So you're an officer of the law, finally some who isn't a masked vigilante. But why didn't you go with General Ross then?" 

"You mean the Red Hulk guy? Maybe because he attacked me. I tried to explain myself there but he wasn't listening. Truth his I can change into many different forms, but I'm not ready for my true form to be public knowledge yet." Explained the Tetramand about why he fought the Red Hulk know known as Ross and why he didn't listen to him. "Would you go with someone who isn't listening to reason and attacking you? Honestly he's lucky I didn't go WayBig." 

"I suppose not, .. so, what's this way big thing?" The toothbrush mustachioed man questioned next not having heard of that before today. 

"Waybig, is my tallest transformation, and currently one of my top three most powerful." He answered about who, or rather what, WayBig is. 


	5. Chapter 5

Xrossover   
B10 x MUs Chapter 5

While in the form of Fourarms Ben had been interviewed by Jameson, and it did help his image a bit once people knew that he was an officer of the law where he was from. They figured since he was an officer there, he'd be helpful here. Though Jameson did ask about why he didn't reveal his identity, he stated it was because he didn't want to be hounded for autographs like he was back home where people knew who he was. Which Jameson seemed to understand and accept as a reasonable response to his question. Ben was now wandering around the town having just finished a poker game and made a decent amount of cash off of the guys he'd swindled. 

"Alright, let's see I've got a nice haul today. Wish there was an easier way to make cash and find some lodging." Ben spoke counting his wad of folded over cash while walking down an alleyway not really caring since there wasn't any really dangerous threats he's met yet. 

"Hand over the money and no one gets hurt." Some thug spoke pointing a gun at Ben with a smug look, they probably were thinking that it was going to be an easy payday. Sadly for them, they chose the wrong guy to try to mug. 

Ben looked at the weapon that the mugger had in their hand and got an annoyed look on on his face before letting out a sigh. "Seriously, you're seriously trying to rob me with that thing, is that what's happening here?"

"HEY I'm the one with the gun don't forget. Now you're going to hand over the money, and that fancy watch and no one gets hurt." The Mugger spoke taking notice of the Ultimatrix M.U. as well, and taking a liking to it. "NOW!" 

Our protagonist looked annoyed at the would be mugger hearing them yelling at him, and the next thing the poor would be criminal knew they were hitting the back of a dumpster lid and falling inside of it with the lid then shutting on top of them while Ben sighed in annoyance and continued to walk and count his wad of cash to see if he'd gotten enough to treat himself or not tonight. As he walked someone had been keeping an eye on him. 

"Alright, that was impressive, but are you guys sure this is the guy we're after?" The person spoke watching Ben throw the mugger into the dumpster before they could realize what was going on. "Copy that, I'll test their skills."

"Now let's see, If I remember there's a shop around this way that's cheap." Ben spoke looking around while walking out of the Alleyway and trying to find the shop he wanted to eat at. 

"HOLD IT!" The person that had been watching Ben called out to him before jumping down in front of him. Their costume was solid black except for white outline around the eyes, parachute pockets on the pants, and a large white spider on the chest and back while appearing to be armored as well. "You have something I want." 

"Great, another one." The nineteen year old sighed in response to seeing the man in front of him before taking notice of their costume. "You kinda look like Spider-Man." 

"Spider-Man? WE ARE VENOM!" They called out before charging at Ben as he ducked out of the way of their fist which they'd put a dent in the dumpster that was behind him. 

"Whoa, okay, noted." Ben spoke as he ducked weaved out of the way of their attacks and kicked them in the middle of their back before putting some distance between the two of them. 

"Not bad but let's see you handle dealing with this." Spoke The person calling themselves Venon as they fired a web off at Ben and yanked him forwards by the front of his jacket towards them intending to strike. 

"Oh Crap!" Ben spoke slipping out of his jacket at the last second and slipping under Venom as his watch activated and spoke 'Unknown genetic sample acquired. Unknown Transformation Unlocked.', it stated to Ben. "So this one's not human huh?" He questioned dodging to the side as they tried to punch him again and rolled off to the side. 

"What the, hold stilld you little runt so we can beat you into the dirt." Venom demanded telling Ben to hold still so they could pound them.

"Let me think about that.. No." Spoke out Young hero pretending to stand there and think about doing as Venom demanded before saying no and moving over to a construction area that was empty and in view of them. 

"We will destroy you." The one attacking Ben spoke, why they kept saying We was unclear to him, but no time to figure that out currently. 

"Ya, so you keep saying." Ben spoke ducking down as Venom hit a metal tube which vibrated and let of a sonic sound and made Venom act as though they were in pain. "Oh didn't like that huh? I'm guessing not a fan of the sound."

"We are Venom." The black and white spider-clad being spoke with a growl as Ben picked up one of the rods and struck the pole again. "We wiahxkghkgkg." They continued before the sound wave caused them more pain. 

"Sorry, what was that? Couldn't quite make it out?" Our hero then began to say while Venom was trying to calm themselves from the pain before hitting the pole again. "It's like there's this ringing sound." 

Ben continued to hit the bar making the ringing sound over and over again before stopping the ringing once he saw Venom stopping trying to attack him. Since there was no point in torturing the poor guy, only subdue them to keep from attacking him. He stopped the poles from vibrating and watched them carefully to make sure that they didn't try anything as another person showed up. This one wore a large coat and had a patch over one eye, along with a goatie. 

"Alright, we've seen enough." The man with the eyepatch spoke saying he'd seen enough from watching Ben fighting Venom. "It's clear by your reactions that you're no civilian." 

Coughing the person calling themselves Venom stood up slowly and spoke. "I'll say. Drawing me to an area with no civilians then taking advantage of weakness while avoiding my hits. You're military at the very least."

"S.H.I.E.L.D. has information on everyone, but you're an unknown, as are those new aliens that recently did an interview with Jameson. Doesn't take a genius to figure out there's a connection there." The man in the coat spoke saying that they had been keeping tabs on Ben and the aliens. "When you vanish they appear." 

"Nick Fury asked me to test your skills hoping to get you to transform in battle. Spider-Man helped teach me to be a hero. I should properly Introduce myself." The guy that had called himself Venom spoke as his mask pulled back revealing a blond guy with a buzz cut. "My name is Flash Thompson, The black suit you see is actually a living alien creature called the Venom Symbiote, together we form Agent Venom. Spidey mentioned that Madam Web said we could trust you." 

"So, that's why you kept saying We.. WAIT that was a Test?" Ben spoke before realize what they had said and about being asked to test his skills. "Do you Realize I could have KILLED you? If things had gotten too dangerous I would have change into a Echo Echo and blasted you with Sonics, and Sonarosians are not someone you wanna mess with, especially an evolved form considering your weakness to sound." 


	6. Chapter 6

Xrossover   
B10 x MUs Chapter 6

Ben had been tested by Agent Venom at the request of Nick Fury, and had apparently passed. Though he'd been annoyed by the test, especially since he could have seriously injured the hero if they had continued on and he had to change into his Alien form. This had confused them since he'd mentioned the Sonarosian form but they hadn't ever seen them. But a friendly face had been swinging overhead when he heard the yelling and saw the three of them and decided to see what was up exactly. 

"Hey guys, what's all the screaming about?" The familiar Spider-Themed hero questioned dropping down on top of one of the awnings of a building beside them. 

"Do you know these two? They said they know you." Ben questioned looking over at Spider-Man asking if he knew Fury and Venom. 

"Of course I do. I'd trust the two of them with my life." Spider-Man spoke saying that he knew and trusted both of them. "They are with a special branch of military that handles things that normal military can't, i.e. ultra dangerous Superpowered individual, evil organizations, and world ending events." 

"Well, guess that means you guys are on the level, so what exactly do you want with me?" Our alien watch wielding hero questioned them wanting to know just why they were testing him. 

"Dude, you should totally join us." Agent Venom spoke saying that they wanted him to join their group to help save people. 

"What Agent Venom means, is that we'd like to Recruit you to join us as an Agent of S.H.I.E.L.D., that is, if you're interested." The man known as Nick Fury spoke explaining what exactly they wanted from him. 

"If I were to accept I'd have some conditions." Ben then told Fury stating that he would consider it but he'd have some things that he wanted out of the deal too. 

"And what exactly would those be?" The Director of S.H.I.E.L.D. questioned hearing that he had conditions that he needed to be met if they wanted him to help out. 

"I kinda like people not recognizing me, so secret Identity stays secret." Began our alien hero as he was explaining his conditions. "I assume the others would be no big deal but I gotta have a place to crash, and since you want me to be an agent I would assume I'm being paid, I'm gonna need that in cash, no way to cash a check while I'm here." 

"If that's it, those are reasonable Requests." Fury nodded saying that they would agree to those terms if Ben would join them. 

"Alright then you've got yourself a deal." Ben spoke in response with a nod saying that he agrees to join them for whatever they needed. 

Before they could continue their chat any further they heard people screaming and saw them running as they also heard a lot of racket coming from the nearby intersection. The four of them ran off to see what exactly was going on and found a Red and black individual similar to venom who had sharp teeth and tendrils all over their boddies causing problems for everyone. Their hands were lare and their fingers were like sharp knives, though they quickly shifted into an axe as they sliced down a street lamp in a single chop laughing like a deranged loonatic. 

"Carnage." Agent Venom growled though their voice became distorted as they did so indicating that it may not have been Flash that was speaking that time. 

"We'll keep any footage from leaking out if you can change into alien forms I would suggest doing so now." Fury spoke telling Ben to go hero if he could turn into those aliens that they'd learned about earlier. 

"No problem." Ben nodded activating the Ultimatrix M.U. and selecting something on the dial. "Articguana should help chill them out." With that he hit the dial down, but instead had changed into some dark green and black ooze form. 

"Artic..guana, right, doesn't look much like artic anything to me." Spider-Man spoke standing over the ooze that Ben had changed into. Though before he could say anything else the Ooze jumped up and attached itself to his face causing him to freak out and pull on it as it began to spread over his body changing his costum so that it now was a Spider-Themed costume that was various shades of green and black, The Spiders on the suit were now more curved around the body instead of angular and the color had changed to a green outline and legs with black centered heads and abdomen. The eyes were slightly larger yellowish white curved triangular lenses. His arms also each had a large blade jutting from the side of it. Finally, the Web-Cape was now nowehre to be seen, and Ben's Ultimatrix M.U. Symbol was found located on the center of the head of the spider on the chest. 

"Whoa, I think he just turned into a Symbiote." Agent Venom spoke impressed with the new look of Spider-Man after being combined with this new form that Ben had taken. 

"I thought he was going to turn into the Artic iguana..thing." Spider-man spoke annoyed that they didn't even bother asking for concent for this little stunt. 

'Malfunction in the watch.' A voice spoke sounding as if it came from inside Spider-Man's head. Which was all too familiar to him. 

"Alright we need to talk about this, I don't like the idea of Symbiotes trying to mess with my head and take over my body." Spider-Man then spoke seemingly to no one though Agent Venom and Fury realized he was talking to the ooze. 

'Partnership only, your body your rules I'll handle keeping you alive, you focus on fighting.' The voice spoke again inside of the wall crawler's head once more. 

"Fine, but no more doing that once we've taken out Carnage." Agreed our Web-Head with a nod as they prepared to attack Carnage who had finally taken notice of them and was ready to attack. 

"Oh, a new playmate." The red and black colored villain spoke with a psychotic laugh. "What do we call this one?" 

'If they're going by Carnage, then just call us..' The Ooze began to speak again inside of our friendly neighborhood Spider-Man's head once more.

'"Salvation.'" Spoke Spider-Man Aloud as Ben spoke the same name into our Web Slinger's head at the same time as he said it to Carnage. 

"Hahahaha Salvation, Well, you It won't be long until you have a new name, bloody corpse." Laughed Carnage at hearing the name before Lunging at the two of them with his sharp knife like fingers. There was no time to dodge either. 

Spider-Man put his arms up to block Carnage from going for the throat and Salvation hardened the ooze on the arms before outstretching it and widening it into a large shield causing Carnage to collide into that and reel back in pain and growl. "Huh? What just happened?" 

'Like I said, this is a partnerhsip, I'll keep you alive, you focus on fighting. I've got plenty of experience on how to create sheilds and weaponry, though this is the first time I'm doing so as a and alien sludge pile.' Our newly dubbed transformation Salvation spoke in Spider-Man's head saying that he could handle Carnage's weapons issue if Spider-Man could fight them head on. 

"Alright then, looks like it's a whole new ball game now." Agent Venom spoke impressed by the shielding created by Ben's Salvation Symbiote form. 

"I WILL DESTROY YOU!" Called out Carnage as he changed his hands from bladed fingers into dual axes and began to swing wildly as he ran at the two of them in anger from being stopped so easily the first time. 

'This one says I instead of we?' Questioned our dark green and black sentient spider-themed ooze costume curious about that as he created a new shield around one arm and a hardened spiked mace with the other to combat Carnage's Axes. 

"Carnage is insane, Cletus, their host, and Carnage are so far gone they can't tell the difference between one another anymore." Spider-Man explained to them while blocking the axes and swinging the mace when it was safe to distract Carnage. 

"I got them lined up." Called out Agent Venom as rocket launchers appeared from their shoulders and fired them off at Carnage while Spider-Man / Salvation jumped out of the way. "Let's see you handle that creepy."


	7. Chapter 7

Xrossover   
B10 x MUs Chapter 7

Spider-Man had appeared and they'd explained the situation to Ben about what was going on with this Nick Fury guy and Agent Venom. They didn't have time discuss much more than him agreeing to join S.H.I.E.L.D. before Carnage had begun causing trouble for everyone. They'd all raced off to the scene. Though he'd actually wanted to change into Articguana, after hitting the dial on the Ultimatrix M.U. he'd been changed into a dark green and black version of the Venom Symbiote and attached himself to Spider-Man instead. Currently they're still in combat, but are easily wearing down the psychopathic creature. 

"Looks like you're getting slow Cletus." Spider-Man called out to the red and black themed villain as Carnage had heir hands in the form of spiked mace. 

"CARNAGE WILL DESTORY YOU!" They called out in anger as they charged at Spider-Man swinging their mace arms at him as Agent Venom shot them in the back with another missle causing them to cry out in pain and become distracted. 

'Mind like a steel trap this one.' Salvation spoke in Spidey's mind hardening their fists into large gloves with rounded spiked knuckles so as to not directly impale and possibly kill them by accident. 'Do your thing, tips are rounded.' 

"Right." Nodded the webslinger as her leaped at Carnage swung his fist into his abdomen the pain catching them off guard because of the fact they were harder than what the red and black symbiote was capable of and sent them flying backwards as his fists returned to normal. 

"Spidey, up for a double whammy?" Agent Venom called out in question while firing off webbing at Carnage still in mid flight from Spider-Man's strike on them. 

"You're on." Nodded the Web Slinger as he also launched a web at them as well. Both webs made contact with Carnage and they yanked them back towards them. Salvation created something akin to ultra hard brass knuckles over Spider-Man's fist. 

Both Agent Venom and Spider-Man hit Carnage at the same time in his abdomen area sending him flying backwards into, and knocking over a light post. Though they tried to get up, the pain had finally gotten to them and they passed out. Just for safe measure the two walked over and webbed up the psychopath. Once it was safe people began to slowly come out of hiding curious as to what had happened. with a couple of news vans that had been at a safe distance coming over trying to interview Agent Venom and whom they presumed was a new hero. 

"Betty Brant, Daily Bugel, who exactly are you?" A woman with dark brown hair questioned our Green and Black clad hero curious as to who they were. 

"Call us Salvation." Spider-Man spoke to the woman telling her the name Ben had chosen for the Symbiote costume as the dial on the chest of the costume began to beep making them look down confused. 

'That's our cue to leave, NOW!' The newly made Spider-themed black and Green Symbiote told Spider-Man saying they had to get out of there immediately. 

"Fury, Venom, finish up here, we'll meet you back on the Tricarrier." Called out our Webhead as they then jumped up and fired out a web line and began swinging off away from the crowds to find some rooftop that no one would take notice of them on. 

"You got it." Agent Venom nodded as Fury had already called for containment of Carnage and they were waiting for them to come and take the maniac away. 

While Webslinging they found a rooftop that was abandoned and no one would bother them on and landed just in time as in a bright almost blinding green flash of light the symbiote was gone and Ben Tennyson was back in him human form once more, and rolling forward onto the roof from falling forward before stopping after landing on his face and slowly standing up and began to dust himself off. 

"Ow." Ben spoke as he was dusting himself off. "Well, at least we made it before I changed back in front of everyone." 

"Ya, what was up with that anyway?" Spider-Man questioned him curious about the whole thing with that beeping and stuff. 

"The beeping on the dial means that I'm about to change back to human form. We had to get out of there before I change in front of all those reporters." Our Alien Hero explained to the Friendly Neighborhood wall crawler about the situation. 

"I see, that makes sense, a warning that you're about to change back is a nice touch to have in that fancy watch of yours." The Wall Crawler spoke with a nod seeming to understand about that. 

"Ya, I gotta wait for it to recharge, but with this new modle it shouldn't really take that long." Stated our watch wielding hero as they waited for the watch to give him the green light and allow him to change into another form. 

"I see.." Nodded Spider-Man in response hearing that it shouldn't take too long for the watch to recharge and allow him to transform again. "So, what's your world like?" 

Ben began telling Spider-Man all about his world, what things were like, more of his origins and so on. Stuff about when he was 10, and Vilgax, how he got waybig. And while they were at it Spider-Man told Ben more about this world and his own origins, bitten by the spider, his uncle's passing, wanting to do good in their memory. He also told them more about his relationship with Venom and how that whole thing went down with them being villains, trying to take over his body, how they eventually became reluctant allies and eventually friends, and so on and so forth. Once The watch had Recharged they stopped their conversation to head back to the Tricarrier, whatever that is. 

"Alright, looks like I've got the go ahead." Ben spoke messing with the dial trying to decide what to change into next. 

"That's good to hear, we should get to the Tricarrier as soon as possible." Stated the Web-Slinger in response about that. 

"Ya, so, where is this Tricarrier thing anyway?" Came the next question while they had continued messing with the dial on the device. "Might help me choose what Alien to change into if you gave me the heads up about location."

"It's that hovinging around in the skies." Spider-Man answered gesturing to the large flying ship that was in the air off in the distance. 

"In that case I know just who to choose." Spoke our Hero as he selected the transformation he wanted and changed into a yellow pterosaur-like alien with has two antennae on his head. There was a jet pack-like structure on his back that unfolded two glider-like wings attached on each side. His suit was full body with the belt, forearms, and halfway up the thighs all being colored black and the rest being green in color with the Ultimatrix M.U. Symbol located on his left shoulder. "ASTRODACTYL!"

"Whoa, that's um.." Spoke the Friend Neighborhood Wall Crawler as he looked Astrodactyl up and down. "Something." 

"Astrodactyl is versatile in case we run into trouble along the way." Spoke the new alien form, it's voice being something akin to that of a talking parrot as it then activated the power in it's back plates and began hovering in the air. "What are we waiting for, let's go." They then let out a parrot like squaking sound before beginning to fly off towards the Tricarrier. 

"Hey wait for me, some of us can't fly." Called out our Spider as he jumped off the building and fired a web off to a nearby ledge before swinging off and following Ben, or uh, Astrodactly? Same difference. 


	8. Chapter 8

Xrossover   
B10 x MUs Chapter 8

Ben, as Astrodactyl, flew over to the S.H.I.E.L.D. Tri Carrier, and landed on top of it with Spider-Man following close behind. At first the staff had the automated defenses pointed at him mistaking him as a threat while also surrounding him and pointing blasters at him all at once. Though, when Spider-Man landed next to him they didn't try to do anything to him. They had orders not to let anyone outside of S.H.I.E.L.D. or Heroes that worked with them and had a special pass inside, so Astrodactyl wasn't allowed inside. That was until Fury and Agent Venom showed up. 

"At ease men, this one is on our side, latest hero Recruit." Fury told the group to let them know that they could all relax their blasters and calm down. 

"See this symbol, that means it's the same person every time." Agent Venom then added to that gesturing to the Ultimatrix M.U. symbol on Astrodactyl's left shoulder. 

After hearing this they put their weapons away and went back to what they were doing. Fury took Ben off to get him a specialized hero pass for working with S.H.I.E.L.D. made just for him. It was specialized for him and since he had many hero names they went with asigning a number instead to make things easier. Which was good because he didn't wanna have a tag that said Ben 10 just yet. Once this was done Ben went to find the cafeteria and after lunch met up with the others on the main area he'd been showed for mission briefings. 

"So, what's going on in here?" Ben questioned them curious as to what exactly they were meeting up for. 

"We're discussing how to better transfer agents without needing the delay of needing to fly them out on jets." Came the answer from Spider-Man as he was looking over an equation with another scientist. 

"Why don't you just use Zeta Tubes for that?" He then questioned them confused as to why they wouldn't just do that. "Worked for the Justice League." 

"Who?" Agent Venom questioned not understanding what Ben was talking about as he's never actually heard of them before. 

"Oh right, forgot, different Universe." Then Sighed the Ultimatrix M.U. Wielder remembering that little tidbit of information after having forgotten since this place had superheroes and stuff.

"R-i-g-h-t... so anyway, what was that you were talking about?" Asked the Red and blue themed Wall Crawler curious as to what exactly he meant. 

"May I?" Ben then asked gesturing towards all the stuff they were working with specifically asking if he could work with that stuff. 

"Oh be my guest." The scientist stated telling Ben to go ahead and try if he thought he could do any better than they were. 

Nodding Ben activated the dial on his watch and went through the playlist and finally found what he wanted before hitting down the dial and changing into a large crablike creature again. "BRAINSTORM! With this form I should be able to remember the inner workings of the Zeta Tube Mechanisms and allow you all to have working blueprins fairly easily, where as your calculations were quite off base." He spoke to the scientist after transforming. 

"Did you just insinuate that you were smarter than me, just because your head is bigger?" The Scientist guy asked. Closer look now he had on and red and gold tee shirt with bluejeans with well kept black hair and goatee. 

"Oh my dear man no, of course not. I'm insinuating I'm smarter than you because my Brain is Bigger." Spoke the Crustacean as he looked at the scientist guy before continuing to put together the zeta tube blueprints and when he was done he had everything along with the equations and stuff ready for them. "That should do it." 

Everyone was impressed by the designs that the strange supersmart crab alien form that Ben had taken had given them. It had all the data there, and they could begin on it right away, and the best part is that it was a clean form of teleportation, meaning there wasn't any residual negative radiation effects from it like what they were trying to figure out a work around for. Fury had the tech guys start building it right away once they had everything and Ben had changed back into human form while Fury stated that he had a mission for him. 

"So what's the mission?" Ben questioned wondering what exactly they wanted him to be doing for them currently. 

"This is the reason we're spread thin currently, there's an ongoing war between the heroes currently and we're trying to fix it. We need you to try to help recruit some new heroes to our cause." Fury explained to Ben about what they were doing right now and why they were spread thin. "We're trying to gather as many heroes as we can to work together to deal with threats outside of the war such as if threats such as Galactus or other off world threats, along with villains from the planet to keep the peace." 

"So what heroes do you want me to try to recruit?" Ben questioned them asking who they wanted him to try to join them exactly. 

"Well, there are various heroes we have on a list that we may want to recruit." Fury stated telling Ben that S.H.I.E.L.D. had a list of heroes that they may want to start with just in case. "The first is Captain Marvel." 

"ABSOLUTELY NOT!" Spider-Man, The Scientist Guy who has yet to introduce himself, and Agent Venom, all said at the exact same time refusing to have anything to do with that person in particular showing that they didn't like the idea of having them on the list at all. 

"Then how about Daredevil?" Fury then questioned next suggesting a different hero to recruit to their side of the conflicts.

"I've worked with Daredevil before, he's someone we should Recruit over to our side." Our Wall Crawling Red and Blue hero spoke saying that he's worked with them before and that they would be good for their cause.

"Alright, where do I start my search for this Daredevil guy?" Ben questioned asking where he should go to start his search. 

"Hell's kitchen, but you'll have a better chance at finding him after dark." Agent Venom spoke up next telling him more about the information. 

After waiting for the right time to head out Ben walked out onto the outer deck of the S.H.I.E.L.D. Tri Carrier with Spider-Man and Agent Venom who were supposed to be going to try to recruit some of the heroes themselves as well. They were chatting about whom they were going to try to find and recruit as they slowly made their way towards the edge of the ship's outer deck when the scientist from earlier showed up in a flying Red and Gold suit of armor and opened up the mask to speak to Ben. 

"Hey, I forgot to introduce myself earlier, the name's Iron Man. Or Tony." The Scientist in the suit stated to Ben finally introducing himself to let them know who he was exactly. 

"Well I've got different hero names, but B10 is on the ID. Call me Ben." Ben introduced himslef properly to the scientist while messing with the watch and selecting a transformation. "Looks like it's hero time." He then spoke hitting down the dial and changing into a strange creature with a black headdress and two glowing green gaps on either side of it with a gold rimming at the bottom. The eyes also had small crown-like golden spikes on the sides. His body appeared to be like living greyish brown bandages The upper chest and shoulders are covered by a large collar/wrap-like garment with green and black stripes, along with black-and-gold pads on each shoulder, and a green 'eye' looking out from them. There was a single bandage tied around the Shendyt he was wearing, and his arms had gold trimmed black braces with glowing green gaps between them. Finally his feet had an extended heel on them as well for balance with the Ultimatrix M.U. Symbol on his Green and Gold colored belt used as the buckle. "SNARE-OH!" 


	9. Chapter 9

Xrossover   
B10 x MUs Chapter 9

After touching down around Hell's kitchen Snare-Oh moved into a secluded area and changed back into Ben and began to explore around while watiing to find Daredevil. He didn't have long to wait however as he'd heared someone screaming for help and decided he could probably handle it without use of the watch since he could see the person calling out for help was dealing with some random purse thief, or human mugger, so he'd walked over to the two of them and tapped the mugger on the shoulder. 

"Scuse me." Ben spoke to get the guy's attention making them let go of the woman who backed away further clutching her purse. 

"The hell do you want? I'm busy with this broad." The would be mugger spoke before taking notice of Ben's watch. "Say pretty fancy watch, hand it over." They spoke smugly holding a knife out to threaten Ben with. 

"This watch? You want me to give you this watch?" Our young hero questioned smugly looking at his Ultimatrix M.U. and then back to the mugger. 

"Ya, give it to me!" They demanded in response to Ben's questioned about the watch that was on his wrist. 

"..Okay." Spoke our hero as he then smacked the guy in the head with the metal band of the watch while still attached to his arm and knocking them over making them drop their knife. 

"Gah, what do you think you're doing?" The would be mugger questioned slowly trying to stand after getting knocked senseless. 

"Me?" Ben the questioned grabbing the guy by the sides of his open jacket and smirked. "I'm taking out the trash." With that he then turned and threw the guy as hard as he could in his human form into a nearby dumpster. 

After taking care of that, Ben then went over to the woman to make sure she was alright and helped her up, telling her that he was just helping her out and didn't want anything from her. He'd walked her out of the alleyway and made sure she got to her friends she was supposed to meet up with before giving a two fingered wave/salute goodbye tapping his head just at the side of his left eye and then moving his hand so that his fingers were pointing outward, then turned and went back towards the alleyway and picked up the guy's knife and folded it up putting it into his pocket to keep it from doing anymore harm. He'd hand it over to Fury later and cuffed the guy to the inside pole of the dumpster so he couldn't go anywhere. 

"Now to find this Daredevil person." Ben spoke to himself looking around to see if he could find the hero he was supposed to be looking for. 

"You've found them." A voice spoke up from above Ben as he turned to see where it was coming from they jumped down and tried to strike Ben with his baton, though he'd managed to dodge. 

"Whoa, take it easy pal." Our hero spoke holding up his hands in a non threatening manor. "I'm not here to fight." 

"I know why you're here." The man spoke slowly standing up as they turned towards Ben, it was then the costume was more visible. His costume was made of a black material with dark crimson Red metal armor plating covering it and two overlaping Ds on his chest. His mask was the same color as the armor plating and had two small horns on it and was made of the same material, however there were no eyeholes in the helmet-like mask. 

"If you know then please listen." Ben then spoke asking the man to listen to what he has to say for a moment. 

"I've already told both sides I'm not interested in their war." The man known as Daredevil said as he swung his baton and Ben barely dodged it keeping out of the way of the attacks. 

"Listen, I'm not asking you to pick a side." Spoke our alien hero trying to get the hero to listen to him for a moment, to which he stopped thankfully. 

"I can sense you're being truthful about not picking a side, tell me, what do you want?" Daredevil questioned finally calming down a bit and asking just what Ben wants from him since he could sense Ben telling the truth. 

"Okay, from what I've been told so far, there is some sort of war going on between the heroes. I'm not from around here so I don't really know much about it." Ben began to say to the red and black clad hero in front of him about what he's doing in Hell's kitchen. 

"There is, and I have told both sides of the conflict that I'm not interested in taking part in their Civil War." Daredevil spoke to Ben stating that he's told both sides of whoever is warring with one another that he wanted to stay out of it. 

"From what I was told, we are recruiting a team of heroes to help deal with stuff like supervillains and extraterrestrial threats that other hereoes are too busy fightint each other to help with." Explained our shape changing hero to the man in front of him about what's going on. "Like we're taking on the bad guys while all the other heroes are fighiting each other, at least from what I've been told." 

"Well, as I've said, I'm not going to be joining any sides in the conflict." Spoke the red and black clad hero once more about the situation at hand. 

"That's fine, really I'm not asking you to pick a side." Ben spoke telling Daredevil that he didn't want him to choose a side at all. "I'm only asking that if there is a threat to innocent lives, would you be willing to help us save those lives?" 

The black and dark crimson clad hero stood there and though about what the teen in front of him had asked, and it didn't seem like anything unreasonable. He put his life on the line every night to save innocent lives from Hell's Kitchen after all. He'd crossed his arms in thought about the whole situation and finally decided to give his answer to the young man in front of him since he could tell he was being honest with him. 

"Alright, you can call on me for help, but don't expect me to go back with you. My top priority is Hell's kitchen, but if the need arrises you've got an ally in me to come and help save innocent lives in need." Daredevil finally answered saying they could call on him for help, but that he didn't want to go back to whatever Base Ben was working at. 

"Thanks, I'll head back and let them know we've got your help in case we need it, take this, it will let you know if we need your help." Ben spoke thanking Daredevil for agreeing to help them if there was an emergency and handed him a small communications device just in case. 

With a nod Daredevil took the device and they called the cops on the guy that attacked the woman and Ben, and once he was in the cop car our alien changing hero then headed off back towards the base. Once he was safely hidden in an alleyway off away from Hell's Kitchen he began messing with the dial and after choosing his Necrofrigian transformation hit down the dial changing into Big Chill before flying off back towards the Tri Carrier to see how the others hand managed. 

Walking into the common area Ben saw the other three wounded with their faces cut up and bruised, along with their bodies being patched by medical kids and fresh cuts stitched shut as well. Two were working on their costumes trying to fix them, and the other had an ice pack on his head. "You three look like you got your butts kicked." 

"We did." Sighed Flash Thompson as he looked up at Ben still holding the ice pack to his head. "Heroes fighting a war aren't very eager to listen." 

"Well, luckily I managed to get Daredevil to agree to help, though he didn't wanna come back to base with me he did take the communications device." Stated our alien changing hero to the three of them as he walked over and sat down wth a sigh. "Hope Fury has a room ready for me, I'm getting exausted from all nighters." 


	10. Chapter 10

Xrossover   
B10 x MUs Chapter 10

Ben had managed to get Daredevil to agree to help them out if the need arrises thankfully. He'd found out that The others didn't fair so well sadly, though they still had a bunch of other heroes to handle and try to recruit. After a couple of days to patch themselves up and fighting villains they'd decided to try to continue on with the recruitment of other heroes to hopefully better their forces to fight off any supervillains or other threats. 

"Since the war started there are Mutants that have gone into hiding to avoide being dragged into the fighting." Nick fury spoke showing them various images of a few different mutants, some were more obvious than others based on appearance. 

"Yo dibs on Emma." Agent Venom spoke up saying that he called dibs on recruiting someone called Emma. 

"You can't just call dibs on a person." Spider-Man sighed in response. "Besides, I've worked with the X-Men it's better I go." 

"Who's Emma?" Ben questioned the spider-themed heroes. He'd changed into his Steampunk hero outfit. Thanks to a simple storage setting on his watch he could change into different 'uniforms' that he'd saved into the setting's playlist. 

Fury made the full image of Emma show up so they could see who they were currently speaking about. "Emma Frost, she's a telepath and has telekentic abilities, along with the ability to change her skin into living diamond." 

"If that's the case then I'm probably the best choice for the job." Ben then spoke saying that he'd be the best suited for dealing with that. 

"What exactly makes you the best for the job?" Agent Venom questioned him doubtful and annoyed since Ben said he'd be the best for the task. 

"Let's see, I have forms that can't be mind controlled, I was taught by Batman how to keep people from reading my mind, and I have forms that can not only defend against, but also completely shatter Diamonds if the need arises." Spoke Our alien watch weielding hero about why he's the best for that job while conting off on his fingers the reason. 

"Enough, Ben, we'll send you to deal with Emma, from what we've learned she's been hiding out at her old stomping ground the Hellfire Club." Fury then spoke getting everyone's attention and telling Ben that he'd be the one to go. 

"And how exactly is he supposed to get in? That place is for influential and wealthy people." Spider-Man questioned how exactly Ben was supposed to get in. 

As if answering their question Ben messed with the dial on the Ultimatrix M.U. and the dial popped up letting him move through different holograms of various alien hero forms that he has currently got access to making the others raise an eyebrow. Once he'd found the one he wanted Ben then slapped down the dial and in an almost blinding green flash he was gone and in his place was the alien hero form he called Big Chill. Tony still wanted to study that device but Ben was keeping him from getting his hands on it. 

"Answer your question?" Ben, err, Big Chill spoke to which they nodded and he then phase out of the airship and flying off towards where he'd been told the hellfire club was located for New York City which is the one he'd been told she was hiding out at. 

After eventually finding the Big Chill flew down and phased through the door and looked around to see if he could find the woman named Emma Frost that he'd been told about. He was still intangible and looking around when he'd spotted whom looked like the image of the woman in question and so followed without drawing attention to himself, once they were inside the room he'd looked around and saw it was more like a bedroom with Emma sitting at a vanity. 

"You might as well come out of hiding, I can sense you." Emma spoke to whomever was there watching her as she ran her fingers through her long plantinum blonde hair with a sigh. Upon closer look her outfit left little to the imagination an opened bra top corset with a long white cape accented her curves in the right places along with the very skimpy thonglike bottoms she'd been wearing as well giving whomever looked down an eyeful of her rear end. The long white leather boots going all the way up her legs stoping at the top of her thighs. It was clear this outfit was meant to attract attention to her. 

Big Chill made himself appear as he landed onto the floor standing up with his wings folding around him like a cloak. "So you are a Telepath, that's interesting." He stated to Frost about her powers. "Tell me, what am i thinking of?" 

The woman known as Emma Frost looked over the, in her opinion, rather interesting newcomer who had invited her to try to read his mind. She'd found this invitation interesting as many people didn't like it when she did so. "I see a german shepard you had as a boy." 

The strange black and blue creature smirked and spoke. "I was thinking of my real identity, it's a trick I was taught to deal with Telepaths." He'd stated to her about what she'd seen. "You only see what I want you to." 

"Oh really, I did see something else." The Blonde woman then bluffed not like being caught off guard by having someone she couldn't read in her room. ".. john." 

The alien mothlike creature with his wings folded over gave her a funny look and then began to laugh in her face. "Oh boy, not only are you wrong, that's not even in the ball park of my name." 

"Enough, what do you want?" Emma Frost then question annoyed by Big Chill being unreadable and calling her bluff. 

"Well, to make it simple, I'm with a groupl of heroes that aren't taking part in the ongoing war, we're more focused on fighting actual supervillains and threats to innocent people." He then spoke about what he was doing there. "We'd like to ask you to join." 

"Well, it beats this joint at least, but there's a problem. The man known as Sebastian Shaw who runs this branch won't just let us leave without a fight." She explained to Ben saying she couldn't simply leave because of who runs this part of the Hellfire Club. 

"Let's see him try to stop us." He spoke showing no fear in his voice at all of this Sebastian guy that she was speaking of. 

"My thoughts exactly." A voice spoke up glaring at them, it looked like it was probably that sebastian guy, he wore a fancy suit and was middle aged and somewhat balding but didn't really appear as a threat. 

Big Chill took a deep breath before blowing out cold air at the man causing ice to form around him as if trapping him in a chung of the substance. Though the man easily broke out of it and went to attack the alien hero in question, they changed intangible and phased through their body freezing once again in a barrier of ice. Though again this didn't really seem to work against him very well due to his superior strength and he'd quickly busted out of the ice once more. 

"Give it up creature, you won't be leaving here alive." The man, Sebastian, spoke with a growl angry at them for even dare defying them and trying to steal away their telepath, which they'd had need for for their plans to come into play. 

The Alien hero pretended to think about that for a moment hovering in the air with his hand on his chin. "Nah, think I'll pass." He then spoke going intangble once more as the man was trying to strike him once again. 


	11. Chapter 11

Xrossover   
B10 x MUs Chapter 11

After getting into contact with Emma Frost Ben, as Big Chill, had managed to convince her to join up with them. Though the leader of the New York Branch of the Hellfire Club refused to allow them to go due to how easily he'd slipped in to talk to Emma and past their censors, having only been detected once he'd actually shifted out of his intangibility. Currently He was fighting the man and others had scattered due to demand of Sebastian Shaw. 

"Any suggestions here?" Big Chill questioned Emma who was trying to help in her diamond form since they were being shot at by the guards. 

"Exposing him to the elements will weaken them." Emma told the alien hero about the man's weakness. 

"The elements? What do you think Ice is?" He spoke confused before pointing out what he'd already been doing in annoyance. 

"No, like, get him outside in nature." She explained better about what she'd meant about the elements. 

"Right then, I think I've got just the form." Big Chill spoke with a smirk phasing out the wall behind them while Sebastian was trying to fight them. 

"Hmph, looks like you're savior has ran away." Sebastian spoke turning his attention to emma and punching her through a wall inraged about her deciding to leave the hellfire club again. 

An almost blinding green flash was seen outside the window as a mass of black feathers then soon followed, they were very large, along with the sound of what was like an eagle's screech and thunder all around the club causing the building to shake and rattle with the lights flickering causing everyone to stop, at least momentarily. Then a very large very powerful talon came through the roof and ripped it off in one swoop before throwing it off into the distance with another very loud eagle-like cry being let out. It was then they could see just what they'd come face to face with. There before them was a gigantic blueish black birdlike creature with four monserous wings with purple markings as if its wings had been painted. With a flap of their powerful wing thunder roared out again causing what was left of the building to shake and making them all loos etheir balance and fall to the floor. There was a large golden color around their neck like what you'd see birdlike gods of old wearing except instead of a rare stone of somekind, the Ultimatrix M.U. Symbol was located where that should be. 

"WHAT THE FUCK IS THAT!" The mutant Sebastian questioned freaked out by what exactly he's seeing since nothing like that had ever been on their radar before. 

"I AM THUDER WING!" The bird cried out in a booming voice before screeching again as the clouds around them turned dark and lighting began to strike the giantic birdlike figure, though it did nothing to deter them, rather it looked as though they were the ones controlling the storm as thunder roared out from the clouds and it began to sprinkle rain. 

Emma had been caught off guard as well, twice in one day, this was becoming a pattern as she felt the sprinkling rain rapidly growing harder and harder on her diamondlike skin, she'd said the elements and storms but this was getting crazy. "Whaever you're going to do, do it fast!" She called out to the hero who'd come there to recruit her. 

"Even in that new form you won't beat me!" Sebastian shouted out throwing debris at Thunder Wing, though they didn't show any signs of being in pain from it. 

The massive birdlike creature's green eyes sparked with electicity dancing around in their irises and sparking outwards from the sides as they glared at them, this did cause the hellfire club leader to back up in fear of what they may have just unleashed, though only a single step. With a final eaglelike cry their body burst with electricity crackling all around them dancing along the painted lines of the feathers and outward before a single massive bolt shot downward's from their chest and struck the mutant hellfire club leader dropping them in a single strike. 

Emma moved over and checked the man's pulse and spoke to everyone who looked incredibly fearful of this new creature that had appeared. "He'll live, it was only enough power to render him unconcious, nothing more." 

"And we should be gone by the time he gets up." Thunderwing spoke moving downards and extending out one of his wings to allow Emma Frost to climb on so they could get out of there. 

"Yes, as Logan would say let's get the hell out of dodge." Spoke the mutant woman with diamond hard skin as she climbed onto his wing and then ran over to sit on his back holding onto the collar as a way to avoid being blown off. 

It was a good thing that she did just that as, after lifting up into the air enough there was nothing to get in their way, Thunder Wing took off fast as a bolt of lightning, with Emma still in her diamond form she'd be able to handle the wiplash of such insane speeds. Ben had made a mental note about Thunderwing that their speeds may be on par, or faster than that of Jetray. Almost instantaneously they were back at the sheild Tri Carrier and after putting Emma down safely on the deck he'd changed back to human and dropped onto the deck with her. 

After going inside Ben had began chatting with Emma about what had transpiered. "And, I'd suggest changing your outfit to something less.., revealing." He'd suggested to her as they were walking towards the main meeting room that he'd meet up with the others at. 

"Agreed, this is just because I'm a sex therapist by trade, and because it kept the others of the hellfire club who weren't in the inner circle distracted." She'd responded to him saying she was going to change into something that was more covering when she'd had the chance. 

"So how did it go?" Ben called out to the others watching them as Tony was again working on his suit though the other two weren't as beat up this time. "Fail again?" 

"Not this time, I managed to get them to agree to help, but they didn't wanna be staying at the tricarrier." Spider-Man told Ben saying that he was successful. 

"And the other two?" He asked the other two heroes that were there in front of them if they'd also had any luck. 

"Not so much, my suit was damaged again but they'd vanished before I could get them to agree to help." Tony stated about whom he was supposed to recruit. 

"GUYS, come take a look at this!" Agent Venom called out to the others as he was watching something and they'd gone over to see just what they wanted them to see. 

Agent Venom made it appear on a larger screen so they could all see what was going on, and there were news reports about the hellfire club being attacked by a supposed new hero and the former X-Men member Emma Frost. Though they'd tried to focus on just that angle it was impossible for them to do so and pin the blame on them like they were hoping as many heroes who'd had run-ins with the inner circle had put out videos of their own from both sides of the ongoing conflict givng more validity to what they were saying since they were at war but agreeing on the topic at hand and they'd managed to arrest Sebastian before he could regain his powers and get him into a stasis cell. They'd had the hellfire club's inner circle exposed and were praising the work they'd done thanking the new hero and Emma for their services in keeping them off the streets. 

"Not half bad, you've recruited two heroes so far, and you've taken out the head of the inner circle of the Hellfire Club. You're getting to be a popular hero." Spoke Nick Fury as he walked into the room while the others were huddled around the video in question. 


	12. Chapter 12

Xrossover   
B10 x MUs Chapter 12

Ben had recruited Emma Frost and taken down the head of the inner circle of the Hellfire Club's New York branch. This did at first have Ben made out to be the villain with their influence on the media until heroes on both sides of the ongoing conflict had spoken up in defense of them and explained that though the club was innocent of wrongdoing there was an inner circle of which Sebastian Shaw had been a part of and they were villains that used it as a cover. This quickly had the media printing retractions and apologies to their previous accusations. This did however make Ben more on the radar of both sides of the conflict which each deciding that he'd be an ally they'd want to recruit. 

"Looks like they've started trying to recruit me to their sides of the conflict, but I'm not interested in this hero war. Something tells me I'm here to end the conflict not take a side in the ongoing war." Ben spoke to the heroes that were with them currently about having people trying to recruit him.

"With both sides wanting to recruit you that does give us an advantage since it shows both sides are willing to work with you." Fury spoke to Ben about what they were currently on topic about dealing with. 

"Right, and that also helps us recruit more to staying out of the conflict and focusing on the supervillains and extraterrestrial threats." Nodded the blonde heroine Emma Frost in agreement. She'd followed the suggestion of him and was now wearing an off the shoulder white crop top with tight fitting skinny blue jean pants that still allowed for full mobility and white high heeled boots. 

"Not all aliens are a threat, I've learned that from personal experience, actually most of my friends are of extraterrestrial origins." The Alien changing hero stated to Emma about that little tidbit of information. "Agent Venom's suit is a living alien creature, and my grandmother is an alien so I'm biologically only partially human." 

This did catch Emma and the others off guard about Ben being part alien, but before the conversation could continue further Fury then cleared his throat getting their attention and regaining their focus to get everyone back on track. Behind him a few images of heroes and villains appeared with the word 'deceased' written across them showing that they were no longer among the living. With a sigh he then begain to explain what's going on. 

"As you can see someone has been offing both heroes and villains alike." The Director of S.H.I.E.L.D. spoke about what's going on. "We've managed to get video feed from one of the battle." 

"Pull it up." Ben spoke wanting to see the battle, and with a nod they'd made it appear showing the strange sword being carried by the person who's face was obscured by a mask and hood. 

"All we managed to recover were these few seconds before the cameras busted, the lab guys have said it's some sort of cosmic radiation doing it." Fury then stated to them about the strange sword being carried by the person in question. 

"Great hh.. Another infinity war." Spider-Man spoke having understood what they meant and sighed annoyed hearing about the energies giving off. "Like this hero civil war wasn't bad enough." 

"Infinity war?" Questioned Ben this being his first time hearing of such a thing having not been a part of it previously. 

"Oh right you weren't a part of the first one, basically there are special stones that can warp our reality, we've managed keep the villains from getting them and re-scatter them to parts unknown." The Web-Slinger in red and blue explained to our alien shapeshifting hero about what exactly that was. 

"I see, so somehow this person found one of these stones and made it into a sword?" Nodded the alien hero seeming to understand and asking if he was correct about that. 

"That is correct, we need you guys to go and try to find them before anyone else is killed by this loonatic." Fury stated to Ben and the other heroes saying that he wanted them to go and find them and stop them. 

"Before we do anything I've got special censors created to locate the cosmic radiation." Tony stated holding up watch-like devices. "They'll be able to tell us when they are near." 

With a nod they all took one and put them onto their wrists and activated the devices. Ben made a mental note to add that to the Ultimatrix M.U.'s scannable radiations so that he wouldn't have to go around looking stupid for having two watchlike devices at once. Once they all had them on they headed off to the main deck of the tri-carrier. They all stood at the edge and looked down at the city below with Emma looking at the scanner on her wrist before looking up at the guys. 

"Well boys, ready to go?" She questioned the male heroes beside her asking if they were ready to hunt down this new killer. 

"Always, whoever finds them try to keep them escaping with the blade, engage only as a last resort. Activate tracking signal and we'll converge on your location." Ben spoke to the heroes in the group to which they all nodded in agreement with his plan. 

"Alright then, let's get down there." Spider-Man spoke saying they should get going to stop this psycho they were fighting. 

With a nod of confirmation from the others Ben then was the first to jump off the side turning to face them mid fall with a smirk and mouthing the words 'see you on the ground' before focusing on his decent free falling towards the ground. That was the others' cue to join. Spider-Man jumped off and fired a web at the closes building to swing with Agent Venom doing the same but lower down than Spider-Man did. Tony, in his Iron Man armor took a running jump off the side and activated his thrusters to fly through the air taking an eye in the sky approach. That left Emma placing her hand on her face with a sigh and shaking her head at the guys' needs to show off before running and jumping off as well before changing into her diamond form. Midway Down Ben changed in an almost blinding green flash to his mothman like alien form of Big Chill and his wings unwrapped opening up and acting as a sorta parachute to slow his decent as he then nosedived towards the ground and pulled up flapping his wings as he safely landed. 

"Split up from here." Big Chill spoke to Emma who'd landed behind him at first on her feet but the force of impact causing her to be dragged towards the ground and propping herself with her arm to keep from completely falling to the ground. 

"Right." She nodded agreeing changing back to her normal appearance and the two then split up and began searching around the city. She'd been surprised by how naturally he was able to take to the leadership roll. She'd make a mental note to ask about that sometime. 

They'd searched around in different parts of the city and currently weren't having any lucky. "Sector twelve clear." Ben had spoken into his communications device, he'd be connecting the Ultimatrix M.U. to that too, he'd also changed back from his alien form once it was clear to preserve power. 

"Sector nine clear." Emma Frost spoke into her own communications device saying that she hadn't had any luck either. 

"Sector seven clear, on my way to sector six." Spider-Man was the next to check in telling them it was clear on his end and he'd continue his search too. 

"Sector one completely clear Kid." Tony spoke up next telling them that he didn't have any luck on his end either. 

"Agent Venom here, sector four cle.. Hold on I'm picking something up, something's going down on the corner of North Seven Street and Bedford Avenue." Spoke Agent Venom as he went to see just what exactly was going on but staying out of the battle currently. "It's our target, they're fighting with Ghost-Spider." 

"Proceed at your own discretion, Tony you're closer, get over there and back up Agent Venom. Everyone else converge on that location." Ben then told them all over the communications devices. 

"Copy that." Agent Venom nodded before cutting the feed and waiting for the right time to join into the fighting since Ghost-Spider was a friend and he'd wanted to help and Ben had basically said step in when you think you need to. 


	13. Chapter 13

Xrossover   
B10 x MUs Chapter 13

Ben and the heroes he'd been working with had been searching around Ney York city for the individual wielding a sword that gave off cosmic ration that they had been using to kill heroes and villains. It was Agent Venom that managed to find the individual in question and was told by Ben to proceed at their own discretion after hearing that it was a hero that went by the name of Ghost-Spider. He'd read on some of the hero profiles and knew they'd worked together and were friends thanks to that. Iron Man was the one closes to the fighting and so he'd told them to double time it over there while messing with his watch in an alleyway finding the transformation he wanted Ben then hit down and changed into his fastest land running transformation and closed the visor before taking off. 

The Dinosaur Alien on wheels stopped once he'd reached them and noted the fighting seeing he'd beaten Emma and Spider-Man there, but not Tony who was blasting them with lasers from his hands with the person using their blades to deflect it back towards Agent Venom and Ghost-Spider who were dodging out of the way. "Looks like I'm late to the party."

"Great another thing to deal with." The female spider-hero spoke with an annoyed sigh not realizing that XLR8 was on their side and was there to help. Her costume was a white mask with pink outlined curved triangular lensed eyes that had a neon green web pattern running across the pink outline. The mask went down and was seamlessly attached to her costume which had a black collar-like pattern around her neck with an attached black design going down her chest and outward like backless dress except it was all one solid costume. There was a pink legged spider with a green gem for the spinner of it's body resting in the center of the costume's chest area. The Black part moved outward and curved under her arms reaching around to attach to itself onto her back with everything from that point down being solid black with the exception of two small white stripes on either side of the costume's hips and blue ballet shoe designed soles for the feet. Everything not covered by the black part of her costume was white with having a large stripe of the same pink and green web pattern on her upper arms attached to cloth wings of the same design with the pattern stopping just before touching the black of the sides of her torso. Her Gloves had the middle and ring fingers with the same pattern with the rest of her hands being white except for the stripe attaching to the web pattern on her wrists. To complete the look she had a hood that had the web pattern line the inside of it. 

"Name's XLR8, I'm here to help." The Dinosaur Alien hero told them saying that he was there to help them out with the battle. 

"He's on our side, that new shape changing hero, see the symbol on him." Agent Venom called out dodging the blade as the villain was taking a swipe at them. 

"Oh ya, he's one of ours." Iron Man agreed with Agent Venom as both of them activated shoulder mounted rocket and fired them off at this sword wielding maniac. 

XLR8 watched them for just the right moment and then took off fast enough that the others didn't have time to realize what happened and had the sword in his hand. "Looking for something?" He smirked a distance away holding up the blade watching them. 

The person held out their hand and the blade jerked itself from the Kineceleran's grasp and flew pointedly with the sharp tip flying straight towards the cloaked figure who back stepped at the last second letting it flight slightly past before grabbing it by the hilt. "Looks like we're gonna need something with a bit more power behind it, got anything hero?" Spoke the man in the flying armor telling him they needed something stronger. 

"Think I've got just the thing." Spoke the Kineceleran hitting the Ultimatrix M.U. Symbol and in an almost blinding green flash he'd changed into a new form. This one was a little more familiar to the others because it was his Tetramand form. "FOURARMS!" 

"Fourarms?" Ghost-Spider questioned confused while firing impact webbing at the villain they were fighting, though they cut through it with their sword. 

"Each form has their own name." Explained Ben in his Tetramand form as he threw rubble at the villain, though it didn't seem to slow them down at all. "Get behind me." 

Though the others were unsure of just what he was planning the others did as the Tetramand form of Ben known as Fourarms told them to and got behind him waiting to see just what he was planning. Taking a few steps forwards Fourarms took a wide stance and opened up his arms nice and wide as well. The enemy took this as an advantage and began to chage at him, though when they got close and didn't have time to dodge Fourarms slammed all four hands together creating a powerful gust of wind and blew them back slamming them into some rubble behind them. Giving them no time he then lifted up some debries that was scattered at his feet and threw it at them making it slam into their side causing the villain, for the first time to cry out in pain making their voice be heard though distorted by some sort of tech. 

"Take them down." Fourarms called out taking off forwards throwing more rubble at them not letting up then slamming his fist down onto the debris causing it to shatter apart. 

"Don't let them up." Called out Iron Man as he and Agent Venom blasted the hooded villain with more rockets making them fly backwards into a pole. 

"Tie them down." Spider-Man called to Ghost-Spider who nodded and they webbed the villain to the pole to keep them from going anywhere, he'd just showed up with Emma frost who was ready to help. 

Before they could say or do anything else a Jet flew by and someone jumped out of it free falling with their feet pointed towards the ground. The person landed on their feet propping themself with the arm that had a shield on it like Captain America would. The costume was mostly black with the exception of snow white gloves, boots, loincloth belt and finally a white hooded cloak. They were also wearing a bone white skull mask with glowing yellow mask. They seemed to make the others uneasy with their presence. 

"So, you're the new guy that took down the head of the inner circle's New York branch. I gotta say, I'm not impressed." The man spoke looking over at Fourarms, something about them made Ben himself uneasy despite the fact of this being the first time they've met. 

"Ya, nice loincloth." Fourarms mocked with a smirk, despite the uneasy feeling he was still just Ben after all. 

"Clever, But I'm not after you today." They spoke throwing their shield making it bounce off of some rubble and cut the villain free from the webbing then return back to him. "I'm here for them." 

"You want them you'll have to go through me first." The Tetramand hero spoke saying that Taskmaster had to fight him first. "The rest of you keep them from escaping." 

"If you insist hero." The person sighed in response to the alien hero's request of a one on one against them. 

"Fourarms, watch out, Taskmaster can memorize your moves mid battle." Ghost-Spider called out to the hero that had apparently taken charge of the situation. 

"I got this." Fourarms spoke cracking all four sets of knuckles at the same time glaring down at the one he'd now known was called Taskmaster. 

"By all means, the first move is yours." Taskmaster spoke allowing Fourarms to make the first move in their battle, though he could tell this one was different than other heroes he'd come into contact with. 

"Gladly." Fourarms spoke swinging down his left arm as if aiming to hit Taskmaster who jumped back, but was caught off guard when they slammed his other three arms down onto the street as well before lifting it up and slamming it down immediately making the road flare out like a rug and slamming into Taskmaster before he could react. 

"Gah, what the hell?" Demanded the villain in the skull mask not liking being caught off guard by the way that they fought as Fourarms charged directly at him while he was still in the air and couldn't go anywhere, he'd thrown the shield at his head to try to defend himself. 

"Nice try, my turn." The alien hero spoke catching the shield with one of his underarms and going to punch him from one side making Taskmaster go to block, only to immediately hit him with the shield he'd thrown that was held in an arm on the unguarded side knocking him silly. 

"Oooh that looks like it hurt Tasky." Agent Venom spoke laughing at what had happened to Taskmaster watching the battle and not paying attention. 

"Look alive." Iron Man called out firing a laser at the villain just as they were about to hit the hero in black as he was about to be struck. 


	14. Chapter 14

Xrossover   
B10 x MUs Chapter 14

Ben and the others had managed to catch the sword wielding individual that was going around killing both heroes and villains, however the supervillain known as Taskmaster had cut them free and was now fighting against Ben's Tetramand form known as Fourarms. Due to his unconventional ways of fighting it seemed that the villain was having problems fighting off the new hero. Which was evidenced by the fact he'd beaned him in the head with his own shield and knocked him silly. While they were fighting the other heroes were keeping the sword wielding psycho at bay. 

"Clever fighting in unconventional ways." Taskmaster spoke to Fourarms picking himself up from the ground slowly. "But as I said, I'm not here for you." 

"What are you?" Fourarms demanded as they heard a jet flying by distracting everyone from the sound of how low it was flying. 

"Two choices, join up with me and my employer, or stay here and keep fighting this team of heroes." The man in the skull mask called out to the hooded sword wielding individual holding out his hand to them. 

The sword wielding individual looked at Taskmaster's hand and pointed their sword at him with a glare, though when he didn't make any moves against them they started believing they were legit and finally nodded walking over they took Taskmaster by the arm as the villain in the skull mask did the same. Taking out some sort of rocket propelled Grappling tool Taskmaster fired off into the air as it hooked onto the Jet that was flying by and it jerked both him and the individual into the air while he began retracting the line to allow them to be pulled up to and enter into the jet. Though the Spider heroes and Iron Man all chased after them and Fourarms hit the Ultimatrix M.U. symbol. 

Hitting the symbol of the Ultimatrix M.U. Fourarms changed into a different form that was familiar to Spider-Man at least. "Astrodactyl." He called out before flying off and chasing the others. 

"Great, now they're chasing us." Taskmaster sighed in annoyance about being chased by the heroes. "Loose them, drop the smokescreen." 

With a nod the person piloting the Jet then released a smokescreen to cause everyone else to loose focus, though Astrodactyl flew upwards to fly above the smoke instead. "Nice try but that won't work against me." He spoke diving down towards the jet. 

Seeing Astrodactyl diving towards them caused The man in the skull mask grew increasingly annoyed. "Just how stubborn is this guy?" 

Astrodactyl fired some sort of green energy whip out and clung to the Jet as they then retracted and flew forwards for added momentum. Though the icon began flashing red indicating that he'd be changing back soon there was no time to react so he just flew faster hoping to make it. Sadly he changed back mid air, though Taskmaster caught him by the wrist and held him up looking at him curiously from what Ben actually could see through the mask on the man's face. 

"Seriously, a child caused problems for Ross, and the head of the New York branch of the Inner Circle?" The black and white villain questioned with anger and confusion dancing across his yellow eyes, the only thing that actually showed any emotion. 

"Child? I'm Twenty Asshole." Ben spoke spitting in Taskmaster's face annoyed at being called a kid, he always hated people underestimating him because of his age. 

Taskmaster grew annoyed at him having spit in his face and spoke. "Noted." They said before letting go of Ben's wrist and slamming the sole of his boot against his abdomen sending him flying downward at an angle and making him slam hard into the side of a dumpster buckling it under the force of impact and making it bust through the wall that was behind it making parts of the wall crumble and fall on top of Ben. 

"BEN!" Spider-Man called out as the smoke had cleared enough to let them all see just as he hit and the rubble dropped onto him. 

"Fury we need emergency Evac." Iron Man called to Nick Fury over the communicator and flew down to Ben as he and the others began moving the rubble off of their alien hero. 

"What's going on?" Fury questioned demanding answers hearing the worry in everyone's voices. 

Getting annoyed Ghost-Spider took the device from Emma's ear and yelled into it. "DON'T ASK QUESTIONS JUST GET YOUR ASS DOWN HERE NOW!" She demanded screaming into the piece making fury physically cringe from the sound in his ear. 

"Copy that, evac team on rout, t-minus six minutes." The director of S.H.I.E.L.D. spoke to the others sending out an evacuation team to go and get them. 

The others had dug Ben out from the rubble but he looked pretty banged up and he was limp and bleeding pretty bad, Emma having the training checked for his pulse and spoke. "He's alive, but barely, we need to hurry, Ghost-Spider come over her." She spoke asking the female spider to come over. 

"What can I do to help?" Questioned Ghost-Spider willing to help however she could to keep him alive. 

"I need you to sit so that we can prop his head into your lap while I do the emergency procedure." Explained the Psychic mutant to her about what they needed. 

With a nod The female spider sat so that they could prop Ben's head onto her lap to keep him from drowning in blood as she worked. "G..w..e..n..?" The Alien watch wielding hero questioned mistaking her for his cousin catching everyone off guard about him knowing her name. 

There was no time for everyone to react to that, they had to save his life first, so Emma made an incision and let the excess blood flow out so that they could keep him stable. Everyone waited with worried and baited breath as The emergency evac time finally showed what seemed like ages, but was more like a few moments, later. They began preforming emergency field surgery to get Ben more stable and put him on a gurney, strapping him down they moved to strap it to the Jet as the heroes all followed. 

"Nearest hospital is"NO! He's one of ours, medical bay at the Tricarrier, he's got the best chance of survival there." One of the Paramedics began but was cut off by Agent Venom who glared at them in warning. 

The paramedics looked as though they wanted to say something but the glares from the other heroes warned them not to try anything. "To the tricarrier." 

They go straight to the tricarrier and head off to the medical bay, taking Ben into an emergency ICU room as they begin prepping him for surgery and trying to get him stabilized. Once it was safe they immediately began doing their best with what they could do. Surprisingly he was more physically fit than any normal human would be, and he did have some sort of strange physiology to him as well. The heroes that had been with him all paced around the waiting area worried about him and if he would be alright or not. They were really hoping that he would be okay. 

"I can't take this silence anymore, someone say something, Ghost-Spider, any idea why he called you Gwen?" Agent Venom finally snapped after a few hours finally going crazy from the silence. 

"He's been reading the files on some of the heroes, but from what I've seen he always has the real names blacked out." Spider-Man spoke saying that they shouldn't know her actual name since he always respected the whole secret identity thing. 

"Well, we'll have to ask once it's safe to do so." Ghost-Spider spoke with a sigh annoyed that he'd called her by her secret identity without anyone know how he knew it. 

"If and when he pulls through." Emma spoke saying that he'd have to pull through first before they could ask him anything. 

"Right." Agreed the Spider-Hero in red and blue with a nod as they all waited for the all clear from the paramedics. This waiting had them all on edge though. 

It did take several more hours with the heroes each taking shifts to stay with Ben while the others got food and whatever else they needed, that way they wouldn't go completely stir crazy. They each took turns watching so that the others could sleep as well due to how long the surgery was taking. Seems like it would take an entire medical staff for Ben as they had professionals switching places with one another for their shifts as they were almost to the point for exhaustion, but still Ben's vitals hung on, though barely. It would seem that this hero refused to give up and was too stubborn to die, and if he didn't give up neither would they. After what seemed like an eternity they finally managed to get him stable enough to no longer require the surgery and the doctors closed him back up before walking out to the heroes who had woken hearing the bell that let them know surgery was over. 

"We've managed to stabilize the body, now all that's left is for him to recover the mind. There's no guarantee he'll be the same person when he wakes." They spoke apologetically to the heroes who all looked worried hearing that. "All we can do now is wait." 


	15. Chapter 15

Xrossover   
B10 x MUs Chapter 15

  
After a long while with Ben becoming slightly more stable than before, the others were able to go on in and see him, though he hadn't regained consciousness yet sadly. It was surprising seeing him like that and made them uneasy. They all were chatting about what exactly had happened and how he'd seemed like he'd had no cares about being injured before because it was more like a game to him, even though he was able to be serious when needed. This really annoyed the female spider hero. 

Ghost-Spider let out an annoyed sigh hearing them talking about Ben being so confident in hero work "You're hopeless." She told them annoyed at how they described he's attitude. 

Ben sighed stretched out with a chemistry textbook sitting beside him as he had his head on his cousin's lap exhausted from all the studying for the upcoming mid-term tests, they were under one of the various trees at their university. It was a fairly decent day thankfully as they were relaxing from prepping for the upcoming tests. It was often a paint to find a place to study without people bothering them for various things, sometimes for help studying, sometimes for other things. Honestly it was kind of annoying, it was the worst around mid-terms and end of year exams. 

Gwen sighed in response to her cousin's statement about schooling. "You're hopeless." She'd told him annoyed with his attitude about studying. 

"Ouch." Ben spoke with a laugh and smiling joking around, even now he didn't really let the stress get to him, or maybe that was just his way of coping? She wasn't really sure. "You know me, I'll do fine with your tutoring."

"Would you take this seriously?" Questioned his redheaded cousin annoyed by his laid back attitude for the situation. 

"I'll do fine, after all.." Spoke our watch wielding hero as he stretched out and then placed his arms behind his head. "I always do." He smirked closing his eyes relaxed about this situation to which Gwen became more annoyed. 

Sighing again she looked at her cousin annoyed because of his laid back attitude about the whole thing and bonked him on the forehead with her knuckles. "WAKE UP!" 

As Ben slowly opened his eyes he took notice of the sound of machines beeping and people arguing and talking around him. His eyes hadn't adjusted just yet sadly. Slowly he tried to look around and blinked trying to get his eyes adjusted while trying to ignore the pain his body was in currently from what had happened. He'd really have to return the favor at some point if he could, though Grandpa Max always said holding grudges wasn't something that was worth doing. Coughing slightly he'd gotten their attention as they slowly came into focus and the other heroes walked over to the side of his bed. 

"Hey there, how you feeling?" Agent Venom questioned being the first to speak up to the alien changing hero asking how he was feeling. 

"Li-ke.. Sh-it." Ben answered while coughing between his words telling them that he felt like shit at the moment.   
"Well, at least he's up to joking around, that's a good sign." Tony spoke having taken his helmet off at the very least. 

"What is wrong with you, he almost died!?" Demanded Ghost-Spider annoyed that they were joking around about Ben's current condition. 

"Fu.. fail-sa-fe." Spoke our watch wielding hero getting their attention once again, though confusing them. "ca-n't.. die." 

"What do you mean exactly, you told us you were mostly human, and humans can totally die." Questioned Frost wanting to know just what the hell he meant that he can't die, and what he meant by a failsafe. 

"Wa-atch. Won't. Let. Me." He explained to them pausing between words as it was hard to speak. "Be.. s-su-p-pris-ed w-what can l-live th-rough." 

"Wait, so you're telling us, no matter what happens that watch will keep you alive?" Questioned the Red and Blue Spider themed hero hearing that there was a failsafe keeping him alive. 

"Y-e-s.. G..G-ho-st sp-spi-der." Nodded Ben as he then asked for Ghost-Spider's attention to which she walked closer to see what he needed. 

"What is it?" Asked Ghost-Spider to Ben curious what he'd ask for her about, maybe it was about why he'd called her by her name earlier, that did still bug her. 

"Pu..push s..sides.. d..di-al." Spoke our alien hero as he asked her to push the sides of the dial on his watch, though confused she obliged which made it popup and showed display of different forms. "turn sl-ow." 

Confused she slowly turned the dial not sure what she was supposed to be looking for but did as he'd asked of her, he knew it better than they did after all. "What am I looking for?"

"There." Ben spoke quickly before coughing because of how painful it was to talk the form she'd stopped on was some sort of strange pointy thing that seemed to be tall and seemed to have spikes on it's arms. "Pu-push down." 

Ghost-Spider looked at the other heroes around not sure if she should do it or not, but the others seemed to nod their approval so she slowly pushed it down. When she pushed it down a bright almost blinding green flash appear around Ben making him change and appear a pale green possibly plant-like form. Slowly this form regained it's color changing to a vibrant light green with a muscular build. His face was colored yellow, red, and orange like that of a vibrant flower and his. This form had black colored hands, and four yellow claw-like fingers with spiked knuckles and yellow holes in the palms. There was also six red horns with yellow spots resembling flames with two on each forearm, and one on each shoulder, along with a green spike on each foot, knee, and elbow. There was also a large collar raised up around his neck which was yellow on the inside, however it was completely organic and a part of his body as well. Finally, the Ultimatrix M.U. symbol was located on the center of his stomach. 

"Swampfire!" Called out the new transformation as he jumped off of the medical bed and ripped the medical equipment out. "Oh ya that's much better."

Everyone was caught off guard by his sudden miraculous recovery from his previously near death state, but ultimately it was Ghost-Spider that spoke up first. "What the fuck?" 

"Oh ya, Swampfire can regenerate from possibly anything." He then explained to them all about his specific transformation while flames erupted into his hand that wasn't covered by a cast and began to just burn through all the stitches and casting and stuff. 

"Are you sure that's safe?" Emma questioned watching him burning the casts and the stitches off confused. 

"It's fine." He answered accidentally setting himself on fire and burning through putting holes into his body and burning his arm and leg. Though after putting it out his body regenerated again. "See, just fine." 

The medical staff came barging in and freaked out seeing Ben gone, they hadn't realized that the new individual that had appeared was Ben and so were confused as to why the heroes weren't fighting them. But they soon took the notice of the symbol of the Ultimatrix M.U. and put two and two together. He then waved at them and began doing stretching exercises to show them all that he was back to being better surprising them at how quickly he'd recovered. After the medics just gave him the all clear, mostly because he'd created fire in one of his palms as incentive to help speed things along, they all moved their conversation to the conference room instead. 

"Oh ya, you said something back after the building fell on you, care to explain that to us?" Questioned Spider-Man as Swampfire changed back into human Ben. 

"I dunno what did I say exactly?" Ben questioned them taking a seat in his usual spot at the table asking what exactly he'd said. 

"You called me Gwen." Ghost-Spider explained about what he'd said to them exactly with a sigh. "We were preforming emergency medical procedures at the time." 

"Oh." He spoke with a sigh hanging his head hearing that he'd called her Gwen. "Sorry about that, Gwen is the name of my cousin back home, she's been my best friend since we were ten years old." 

That explained why he'd called her Gwen it seemed, he didn't actually know her secret identity at all. He'd just called her by his cousin's name on accidently. "Oh, we didn't know." 

"That's fine, I didn't really tell any of you after all." Ben spoke waving off their apologetic looks as if it was really no big deal to him. "So back to the task at hand, anyone able to get any trackers on that thing?" 

"No sadly, whatever that jet was coated with it made the spider-tracers slide right off, and Stark's tracer didn't work much better." Spider-Man spoke with a sigh saying that it sadly did not work when they tried to put a tracker on the Jet. 

"Damn, Emma, you get anything with your abilities?" Questioned the watch wielding hero asking if their resident telepath was able to get anything out of them at the time. 

"Sadly no, too busy trying to keep you alive. We didn't know the watch would keep you from dying at the time." Emma Frost answered back with a sigh saying that she also didn't get anything. 

"So back to square one then, great." Ben sighed hearing that they weren't able to track Taskmaster and their sword wielding psychopath. 

Nick Fury chose that time to walk in for the next mission briefing, and had told Ben that the new girl, Ghost-Spider, had agreed to join them for hero work. They'd have to try handle an infinity war on top of the civil war going on together at the same time. Though Ben didn't really need to worry from that at the moment. He was half listening to Fury only really paying attention to the important details as he was setting the communications frequency to work with the Ultimatrix M.U. so that he wouldn't have to carry around a device again. He also was setting it up to scan for the cosmic radiation given off by the infinity stones. 


	16. Chapter 16

Xrossover   
B10 x MUs Chapter 16

Despite what had happened Ben was totally fine after having changed into Swampfire. He and the other heroes had gone out to hunt for any sings of villain activity, though it was currently a slow night. Emma was currently away trying to convince a few mutants that she'd still been in contact with to agree to help. Tony was away as well, he was also trying to convince some of the heroes he'd been friends with to agree to help them out. Though Neutral he'd tried to convert heroes from both sides of the ongoing conflict. That just left Ben and the three Spider-Themed heroes, Ben had changed into Spidermonkey and they all were currently swinging through New York together kind of enjoying the slow day, they were showing off while joking around. 

"Seems like it's all clear tonight." Spidermonkey spoke while he was swinging along with the other spider heroes as they were going about the city.

"Seems like it, kinda nice having a day off though." Ghost-Spider stated as she'd landed on a construction beam of a building that was going up and running across it. 

"Oh ya, we haven't enjoyed a break since the civil war started." Agent Venom spoke jumping across buildings sticking to the sides of them, only swinging once he got to the very edge and needed to swing to the next one. 

"Tell me about it, I just hope the other spiders are doing okay." Agreed Spider-Man as he swung up into the air backflipping and then webbing the next building to keep swinging. 

"Just how many of you Spiders are there?" Questioned the Arachnichimp as the grabbed onto a hanging flag pole and swung around on it before balancing himself atop it and looking at the others. 

"Let's see, heroes, there's, me, Ghost, and Venom. Spider-Woman, Scarlet Spider, Kaine, Silk, Kid Arachnid, and twenty ninety nine." The Spider themed hero in Red and Blue began counting off along his fingers to figure that out. "That I know of, that'd be nine?" 

"Ten, you forgot Antivenom." The female Spider hero spoke sitting on the end of the beam she was walking across to chat while they'd all stopped to talk about that particular topic. 

"Ya, but like, Eddie's a dick." Spoke up the hero with the living alien costume as he'd stopped as well... "Venom agrees, he's been a dick since the whole Anti-Venom thing happened." 

Raising an eyebrow Spidermonkey was about to ask them more about the Anti-Venom thing, but was cut short by someone trying to reach them on the communications line. He'd activated the communications setting of the Ultimatrix M.U. and hit the accept button. After hitting the button the holographic image of Nick Fury appeared in front of them allowing them to speak to one another. 

"Go ahead Fury." Spoke our Alien hero telling the director he's got the go ahead to let them know what's up. 

"We need you back at the Tri Carrier immediately Ben." Nick Fury spoke to the blue alien monkey saying that they needed him back at base. 

"Alright, should I bring the spider team with me?" Spidermonkey asked if they needed to come along to. 

"No, they need to keep searching, but we need you back for your expertise in this situation." Answered the S.H.I.E.L.D. director saying that they needed him specifically for a problem they were having. 

"Copy that, I'll be there soon." The Alien hero Spoke with a nod saying he'd be there as soon as possible. "Over and Out." 

Spidermonkey then deactivated the communications and looked at the others who nodded to let them know that they would handle the rest of the search while he was away and off he went swinging to return back to the Tri Carrier. He'd taken a faster way back so as to not keep them waiting too long and made his way, eventually getting back to the base and going on inside, he'd changed back to his human form once inside and began making his way to the meeting area that they always went to for discussions and thing. 

"So what's going on here?" Ben questioned walking over as Fury was speaking with someone about something. 

"Ah, Ben, I want you to meet Peter Quill, AKA Star Lord, leader of the Guardians of the Galaxy." Nick Fury spoke saying that he'd wanted to introduce him to this Quill guy. 

"So, this is the guy you've been talking about, interesting." The guy known as Quill spoke looking at Ben, he didn't appear to be any older than Tony. He was in a Michel Jackson Thriller Jacket and a Grey t-shirt along with blue jean pants and steel toed boots. 

'Unknown genetic sample acquired. Unknown Transformation Unlocked.' Ben's watch suddenly spoke lighting up and flashing letting him know there was an alien nearby. "This guy serious?" He'd questioned before a taller individual appeared walking to them making our Alien hero look up at them. 

"I am Groot." The tall individual spoke, they appeared to be a large living humanoid tree-like alien waving to Ben. 

"Oh, hello there." Ben spoke waving to the new alien individual that had appeared to them being friendly. "Guess you're the one who my watch scanned." 

"I am Groot?" The Alien humanoid Tree creature known as Groot spoke confused about what he'd just said to them about the strange device on his wrist. 

"Oh ya, though it's because you're the first of your species that the watch has come across." Explained our watch wielding hero in response to their question while looking at his watch. "By scanning you, I can turn into one of your species, though I'll look different than you do." 

The tall tree-like alien tilted his head confused and spoke in response to Ben's explanation. "I am Groot?"

"That's right, it won't be an exact copy of you." Ben explained in response with a nod so that Groot could understand it saying that he's got it. 

"I, I'm sorry, can he actually understand Groot or is he just messing with us?" Questioned the man known as Star Lord curious as Ben seemed to be having a conversation with Groot. 

"Knowing Ben, probably both." Answered the S.H.I.E.L.D. director before clearing his throat in order to get their attention. 

"A-n-y-way, we need to get back on topic. We're here because we were able to procure one of the Infinity Gems." Spoke Quill trying to get back on track with whatever they were actually doing there. 

"That's good, saves us from having to find it." Our Alien watch wielding hero then spoke hearing that they'd managed to get one of the stones. "So where is it?" 

"That's the.. not so great part, we were attacked while on our way here and the stone was lost somewhere over the city, there's no telling where it is now." Answered Star Lord about the whole thing going on about the stone. "I have the rest of my team out looking for it at the moment." 

"Then we should get out there and get to searching as well." Ben then told them saying that they should also go out and help out in the search to find the stone before something bad happens to someone. 

Before they could continue the conversation any further they received communications transmission from the rest of Ben's team that were still in the city as it seemed that things were off in one of the sectors of the city. They'd activated the video function to let them see what was going on exactly, and things looked as though the area was like something out of a child's imagination. Clearly it would seem that Ben's team had found the stone that the Guardians of the Galaxy had lost it would seem. 

"Let me guess, this stone you guys brought, it's the reality stone?" Ben questioned looking at Star Lord for confirmation. 

"Ya, it was a pain just getting here honestly, we were going to be delivering it to the Avengers, but the whole civil war is going on now." Star Lord sighed in response while nodding in confirmation to his question. 

"I am Groot." The being known as Groot spoke up to them though Fury and Star Lord gave him a funny look not understanding what he's saying. 

"Agreed, we should get out there to help. Star Lord, contact the rest of your team and tell them to meet us out there, Fury will provide the co-ordinates for you guys, and I'll meet you all out there." Spoke the watch wielding hero saying he'd meet them there as he stood up to head out there to help the others. 

Ben had run out to the main deck of the Tricarrier and was looking through his watch for what he was looking for, and after finding the particular form He'd hit the dial down on the watch changing into Astrodactyl once more before taking off. He figured that Thunder Wing was too big and would cause panic, while Jetray wasn't available in the current roster and he didn't have time to unlock it manually. After changing into the form he'd chosen he then flew off to catch up to the others and the ongoing issue with whatever was going on with the Reality Stone. 

"What happened here?" Astrodactyl questioned the others landing beside Spider-Man wanting to know what's going on and be caught up to speed. "Status Report."


	17. Chapter 17

Xrossover   
B10 x MUs Chapter 17

Ben, as Astrodactyl, questioned what happened to the area once he'd gotten to where the others were located. The area looked like it was something out of a child's imagination with the trees being purple with pink leaves and growing various candies on them and icecream hills with gingerbread houses all around them. The Spider themed heroes all sighed having no real idea as to what exactly happened since they hadn't been there when everything changed. 

"Sadly, we don't really have any idea. It was like this when we got here." Ghost-Spider stated to Ben telling him that they found it all like this. 

"I see, well, according to this guy named Star Lord that Fury had me meet up with they were bringing the Reality Gem to earth to be locked away safely, they were unaware of the civil war going on at the time." Astrodactyl explained to them all about what he knew of the situation. 

"Right then, we should proceed and try to find it then." Suggested Agent Venom about the situation saying that they should head off through to find out where the stone is and who or what has it. 

"Their team may already be inside, let's hope we can help get everything back to normal." Spider-Man spoke up next saying that they should keep their eyes peeled for Star Lord's team. 

"Agreed, we should keep an eye out for anyone that needs help as we go." Ben spoke agreeing with them as he'd changed back to human form and they all proceeded to go inside. 

Going into the strange land it really was just like what a kid would make. There were of course action figures of army men patrolling around ready to fight if they caught anyone that wasn't welcome there. Though strangely they seemed to leave the heroes alone for now. However, they didn't seem to like Ben as they all began to take Aim at him and began shooting at him with some sort of energy based weaponry to which they had to duck out of the way. 

"Oh great, these things must attack anyone they don't recognize as a hero." Spike the black and white Spider-themed hero annoyed as they ducked out of the way hiding behind one of the trees since the buildings didn't seem like they'd be able to withstand it. 

"I gotta let the watch recharge for a bit, see if you can rip down a branch and make it into a pole." Our alien watch wielding hero spoke to the them asking one of them to rip down a branch for him to use as a weapon. 

"Sure thing." Spoke the female spider hero as she ripped down a branch and snapped off the leaves leaving it more like a crooked bo staff and tossing it over. 

Spinning the branch his his hands as a makeshift staff so as to get a feel for the balance of it our alien hero nodded in approval. "This will work nicely for now." 

Once he was armed Ben began to fight the toy soldiers avoiding the blaster fire and swinging the branch down at one of their legs to knock them over while the Spider heroes all helped as well webbing their blaster barrels and making them explode in their hands causing a lot of them to drop like a domino effect. While fighting them off the bran snapped and so Ben picked up one of the blasters and began using it to shoot holes through the toys as they suddenly hear someone roar out and jump down wielding daggers and start to help in the fight them. Once they were all defeated and the fighting ceased they spoke to this individual. 

"You are the one Quill spoke of yes?" The individual questioned Ben, they had pale green skin with Red tribal markings on their arms, chest, sides, abdomen, shoulders, and neck, along with around their pupil less eyes and two small marks on their chin. They also wore black armbands on each arm that went from their wrist up to their forearms and a black and paleblue pants with a brown belt and silver buckle on them. 

"Yes, I'm the Hero Ben 10, and these are the Spider-heroes, though you may already know some of them, this is Spider-Man, Agent Venom, and Ghost-Spider." Ben then introduced with a nod telling the man their hero names and stating that he was the one who spoke to Star Lord earlier. 

"I am Drax the Destroyer, Start Lord asked that we follow your lead for this mission under Fury's request." The man that had helped them out stated introducing himself to the group saying he was at their disposal should they need. 

"That's good, because I think we just found the source of our problem." Spoke the Spider Hero in Red and Blue while gesturing to the large thronelike chair that was in front of them as they'd gotten closer while they were talking. 

"Shall we take them out?" The one now known as Drax questioned asking if they were going to take out the person with the stone holding their blades at the ready to fight. 

"Hold up, that looks like a kid." Ben spoke as they walked over to see whether he was right or not curious. 

"How shall we handle it?" Asked the member of the Guardians of the Galaxy curious as if if he had any plans for it exactly as to how to handle it. 

"As much as I had to do it I think the best Idea would be to change into my DemondoSull transformation." Sighed our alien watch wielding hero as he didn't like the idea of the transformation that he had in mind. 

"Let's try asking first." Spider-Man suggested to them saying they should first just walk up and ask for the gem. "You never know, it might actually just be that easy." 

Nodding They let Spider-Man try that first as they all walked up to the child in question seeing them looking like just some kid, really no different than any other child you might meet on the street with their parents or other legal guardian. Though they seemed to like the heroes at first, they soon became defensive once they figured out why they were all there, and didn't want to give up the stone to them and refused to give it up to anyone holding it closer to themselves. 

"No it's mine go away." The child spoke telling the heroes that the stone was theirs and that they couldn't have it. 

"Come on kid, we need to put it someplace safe, you're in danger so long as you have it." Agent Venom told the kid trying to get them to understand and let it go. 

"You wanna guard it, fine, you can join my toys." The kid spoke holding up the stone and began to use its power changing everyone into living life-sized action figures, well, almost everyone. For some reason Ben was unaffected from it. 

"Oh great, now we're toys." Ghost-Spider spoke with an annoyed sigh about the situation at hand annoyed that they were action figures now. 

"Okay, I think that DemondoSull transformation may be a good idea now Ben." Spoke Spider-Man saying that they should change into whatever it was that he was going to previously. 

"Alright, but just so you know, I don't like using this transformation." Ben spoke dialing in a transformation on the Ultimatrix M.U. with a deep sigh. Whatever this transformation was it clearly was one that was going to take a toll on him in one way or another. 

With a deep and uneasy sigh Ben hit down the dial changing into a small and adorable catlike transformation that was super fluffy with big curious childlike eyes and a tiny snout and mouth that when opened revealed an adorable baby-like smile. Their feet were pawlike with bean shaped pads on the bottom. They gave off a hypnotic suggestion with their eyes that made them appear even more adorable than they were already making them near impossible to Resist. "The Cuteness." They called out with a squeaking purr-like sounding voice. 

The transformation caught them all off guard with the name of the species but Spider-Gwen couldn't help but let out a squeal from how adorable it was, the transformation was by far the cutest thing they'd ever seen. "OHMYGOSHIT'SSOADORABLE!" She spoke before letting out another squeal.

"It's otay, you can hwug me." They spoke in their adorable squeaking purr-like voice telling them they could hug them if they wanted, they were intentionally sounding cuter so as to get the kid to give in so that they could get the stone from them. 

Both Ghost-Spider and the kid weren't able to handle how adorable this form was and immediately were hugging it. The kid had forgotten the stone in the chair that they'd been sitting in more focused on how adorable The Cuteness was. And sadly while they were distracted another individual snatched up the stone and left with it, They only had everything changed back once they were too far away for them to be caught so whomever it was probably was working alongside Taskmaster. It was Agent Venom that took notice of all this. 

"Uhh, guys, where's the stone?" Agent Venom questioned looking around concerned trying to find it but noticing that everything was gone including the throne. 

"You lost it?" Ben questioned after changing back annoyed with the kid and Ghost-Spider still holding onto him, though they let go when they realized he was back to human again embarrassed. "You guys were supposed to grab it while the kid was distracted." 

"We were distracted too, I was NOT expecting something that cute and fluffy." Ghost-Spider stated to Ben annoyed by his statement to them. 

"Great, so another stone goes to the bad guy." Spider-Man sighed annoyed hearing that but at least they were all back to normal thankfully. 

"Let's just find this kids guardian and head back to the Tricarrier." Suggested Our Alien watch Wielding hero saying that they should find whoever is supposed to be looking after the kid and then go back to let them know what's up. "Drax, contact the rest of your team and have them meet up with us there too." 


	18. Chapter 18

Xrossover   
B10 x MUs Chapter 18

Since they were currently having their ship repaired Ben and his team were putting a bit of training in with the Guardians of the Galaxy. Currently Ben was in gloves that looked to be leather and fingerless along with a black tank top and gray pants along with black boots. Though he'd told them the material was designed to be able to better handle in a fight. He and Star Lord were the ones going at it, while Star Lord had an energy sword of some kind Ben had gone with the classing bladed tool. 

"You're seriously gonna fight me with that?" Questioned Star Lord looking a the sword that Ben had currently. 

"Fight, no, I'm gonna kick your ass with it." Ben retorted twirling the blade in his hand, the sword was large and had an elongated blade with a guard that went completely around the hilt. The Blade was flat and incredibly sharp with some sort of alien language the others hadn't seen before written on it, though Ben could read the symbols just fine. 

"We'll see." Spoke Quill telling Ben they'd see who'd be the victor in their training fight against one another. 

"Even I know not to use solid blades against quill's energy sword." Thrax spoke as Ben and Quill seemed to be sizing themselves up against one another Ben's stance was usual, but then so was Quill's. 

"Here I come." Called out the leader of the Guardians of the Galaxy as he took the first charge and swung at Ben, though instead of dodging he'd stood his ground and used the blade to block it with a smirk. 

Ben's sword managed to stop the energy blade in it's tracks surprisingly easily as if it was dealing with just some other solid blade being swung at it. This actually caught not only the entire guardians of the galaxy team off guard, but also Nick Fury who was watching, along with the spider-themed heroes, and Emma Frost who'd returned from what she'd been doing previously. With a smirk Ben then twisted his arm charging down at Quill sliding the edge of his blade against it and at the las second switched the direction the sword was facing and swung it with the dull side slamming into his gut sending the leader of the guardian backwards into one of the obstacle crates in the room. 

"That the best you got?" Questioned the Ultimatrix M.U. wielder swinging the sword in a circular motion asking if that was all his opponent had to give. 

"Hardly." Answered the leader of the guardians of the galaxy as he'd pulled out his blasters and began firing at Ben as fast as possible with Ben blocking what he could and ducking behind a crate. 

"Yo, this was supposed to be a sword duel." Ben then called out reminding him of what they were supposed to be doing during the fight. 

"I am Groot." The Large living tree-like alien Groot spoke in response to Ben's statement answering what he'd said. 

"Groot's right, you never know what's gonna happen in a fight, gotta learn to adapt." Spoke the illegal genetic experimentation known as Rocket Racoon about what their friend had said. 

"Ya, no kidding, you wanna adapt, how's this for adapting?" He questioned activating the dial on his watch and began searching through the different forms before hitting down the dial and changing instantly in an almost blinding green flash into a large humanoid living crystal-like alien that was blueish turquoise in color. Their clothing consisted a black stone bodysuit with two neon yellow pads on the elbows and knees of each arm and leg. Along with Stone yellow boots. With a strong jaw and solid emerald green eyes. The Ultimatrix M.U. Symbol was located on a large crack upon his stone-like body on the left pectoral of the chest area This form also lacked the protrusions upon his back as well as the back of his head that Diamondhead was know for having. "TaydeKnight."

"Changing forms won't help you." Called out Peter Quill as he'd caught up to Ben and began shooting at him though the fire didn't seem to really have any affect on him at all really. "What the?" 

"You really should pay attention Quill. Taydenite is possibly the hardest known material known in my universe." The Alien known as TaydeKnight stated to him with a smirk and created a sword that was double edged and had a simple guard and handle made out of whatever material he was made of, from what he'd just said presumably Taydenite. "Y'know the main drawback from blasters and and your energy sword?" 

"What's that?" Quill then questioned switching to his energy sword and began to swing it fighting Ben in his new alien form wanting to know what exactly kind of drawback they could have to them. 

"Eventually, they run out of power." He smirked as Quill's sword began to flicker out and turned itself off. "What the?" 

"They run out of power." Spoke the alien hero with a smirk pointing the Taydenite sword at Star Lord's neck by the tip of the blade. 

"Point taken." Star Lord spoke in response to what his opponent had to say about that little tidbit of information. "I yield, end simulation." 

The Simulation ended and the room cleared of all the obstacles that were around them leaving them standing in an empty room once again. TaydeKnight changed back into Ben and he smirked resting both blades onto his shoulders Whomever he'd been trained by actually taught him fairly well it would seem. He looked around at the others who were surprised he'd been able to wield a sword since they'd always seen him using the watch to fight. 

"I didn't know you could use swords." Agent Venom spoke about Ben's training against Star Lord and their combat skills. 

"You didn't ask either." Ben then retorted to the black and white spider-themed hero's statement about not knowing he could wield a sword. 

"I mean, that's fair." Spider-Man stated in response to Ben's retort towards Agent Venom's statement. 

"I am Groot." Groot spoke up surprised by how things had ended up for the training since he'd never seen it happen before today. 

"Ya, that was really impressive." Agreed Rocket from Groot's statement about what had just happened with the training putting a paw up to his chin as if in thought. 

Before anything more could be said about the conversation Star Lord put his hand up to his ear as if he'd gotten a call through his communicator and listening to the other end nodding in response to whomever that was and whatever they had said to him. Afterwards he'd turned off the communications device and looked towards the rest of his team as well as the other heroes that were there in attendance to view the training combat that'd taken place on the holodeck, and before anyone could ask what that was about he began to speak. 

"Looks like we're calling it quits here, Gamora just called, said the Milano was all patched up and ready to head back out into space." Peter Quill then spoke telling them all what the call was about stating that his ship was all patched up now. 

"Well Ben, it was interesting meeting you but we gotta get back out and see more of the stars." Rocket Raccoon then spoke to Ben saying bye with a solute of putting his paw up to the top of his forehead and then moving it out forwards in a waving sort of fashion. 

"I am Groot." Groot then spoke waving goodbye telling them all bye as well while they were slowly headed out to get back to their space travels. 

"You too Groot, take care of yourself." Ben then spoke back saying bye to Groot, the others still had no idea if Ben really could understand Groot or if he was just messing with them though. 

They all headed off down to the docking bay where the Guardians of the Galaxy had their ship all prepared and ready and were just finishing up the final checks and waiting for the guys to get in the ship so that they could head off. The Spider-themed heroes, along with Emma Frost, and Ben 10, all deciding to see them off watching as they were loading up the last few bits of what they'd need to be able to head back out into space once more. 

"Yo, Star Lord, catch." Ben then called out throwing the Taydenite sword at Star Lord telling him to catch it, and due to the heads up he'd managed to do so. "Take it with you, not worth much in this universe, but maybe you'll find some use out of it." 

"Thanks, I'll try to put it to good use." Called out Peter Quill holding the sword and looking it over impressed by the fact that it was one solid piece as the cargo hatch to his ship the Milano slowly closed. 

The Guardians of the Galaxy then began to leave waving goodbye in their ship's main control area since the dome was see through and Ben and the heroes of earth waved as well seeing them off, attached to the sword was a communications device like the one that Ben had given Daredevil a while back, just in case they needed to come into contact with one another for any reason once again. Emergency reasonings of course. 


	19. Chapter 19

Xrossover   
B10 x MUs Chapter 19

  
Everyone was awoken by the alarms going off as a warning that someone or something was coming from the satellite censors orbiting around the earth that were put in place by S.H.I.E.L.D. to monitor anything coming from space. This was apparently not good as it scanned for special signatures and whatever it was sensing was empowered by some extraterrestrial force that didn't belong to any of the friendly races they knew of, meaning danger was probably approaching. 

"So the alarms woke me up because some alien is coming to earth?" Ben then questioned annoyed by having his sleep interrupted while drinking on some hot coffee to help wake himself up. 

"This is serious, whoever it is they're giving off the radiation signal of someone with the power cosmic." Nick Fury then told him stating that this was not a joking matter given the power they are giving off. 

"The power what now?" Questioned our alien watch wielding hero having not ever heard of it before.

"The Power Cosmic. It's a celestial power granted by a being known as Galactus the World Eater, this isn't good." Spider-Man explained to Ben about what exactly they were up against currently. 

"Given what we've dealt with so far, I'm guessing the others are small fry compared to Galactus." Then spoke our alien watch wielding hero wanting to learn more about the situation. 

"That would be a safe assumption yes. He destroys planets and converts their matter into energy with a special drill, which he then consumes." Answered the leader of S.H.I.E.L.D. in response to his question so he'd understand better. 

"He's also one of the largest people we know of." Agent Venom answered about Galactus and their size and power. 

"I've got something that can take care of that." Ben answered back in response to the statement about him being large. "Right now we should head off to go stop whomever has come to earth with his power." 

"That's good to hear, but be alert, go off and find whomever is giving off the signal." Fury spoke with a nod and telling the heroes to go and stop them to which they nodded in response. 

"Right, let's go." Nodded our Alien watch wielding hero as he and the others stood up to find out who or what was giving off the signal that they were told to track. "Fury, if this is as serious as you say, contact Daredevil and ask him to meet us down there." 

With a nod from Fury Ben and the other heroes then began to head out onto the main deck of the Tri Carrier and began to head off. The Spiders swung their way off to get going and Emma used her powers to make herself fly off following them. Ben began to select what transformation he wanted, changing into Crashhopper and taking off jumping from building tops to building tops quickly catching up with the rest of them and going to deal with whomever it was that they were after. 

Daredevil met up with them along the way and they'd soon found the guy that was causing trouble, they had a golden Lance and were on a floating stone. The guy had grey skin and was sporting red and blue armor with red gloves and boots along with the shoulder pads jutting up and out at a slight angle. "I'm guessing this is our guy?" Crashhopper questioned taking a look at the guy causing trouble. 

"Terrax the Tamer." Spider-Man stated having heard about the guy from his friend the Hulk. "From what I've heard, he's dangerous." 

"So am I." Crashhopper spoke jumping up into the air and turning so that he was facing upside down, then once he touched the bottom of the floating stone he used his powerful legs to bounce off of it and knock Terrax from the stone causing him to fall and land onto the ground with a hard crash. 

"WHO DARES ATTACK TERRAX THE TAMER!?" The villain called out standing up from where they'd hit the ground and holding their lance at the ready to fight. 

"That'd be me." The alien grasshopper hero spoke stepping forwards ready for a fight with the Herald of Galactus. 

Terrax looked at Crashhopper and began to laugh at how ridiculous this thing looked which annoyed them not liking it when people laughed at him. "You? Run along puny creature, I do not have time to play, for my master soon draws near." 

Before the others could say anything back to Terrax someone called out from atop a roof making everyone turn to see just who it was. To many of their dismays it was Red Hulk who was going on some lame tangent. Rather than just waiting for him to finish what he was saying Terrax instead launched a stone of rubble at him busting the part of the roof he was standing on sending the guy tumbling onto the ground with a hard thud. 

"Well.., that was anticlimactic." Spoke Ben after he changed back from Crashopper with a sigh seeing what happened before turning back to Terrax. "Shall we continue?" 

"Not so fast, I'm not done with them yet." Spoke up the voice of Red Hulk as he stood up pointing his guns at Terrax. "You kid should go play and leave this to the real heroes."

"I don't have time for this." Ben sighed in annoyance before activating the Ultimatrix and slapping down the dial changing into his Tetramand transformation. "Fourarms." He then called out while stretching and cracking his knuckles. 

Upon seeing Fourarms again standing there in front of him Red Hulk began to get even angrier and began to charge at him ready for round two. Though Fourarms being a Tetramand was quite strong and stopped his massive fist while his feet dug into the ground as he was pushed back getting annoyed at Red Hulk for attacking him again and lifted him up into the air before swinging him sideways into an empty building. Thankfully the place was clearly abandoned. 

"I don't have time for this, Terrax is the enemy here, not me." Fourarms stated to the angry giant for attacking him again.

"Says the guy that just threw me into a building, for all we know you could be in cahoots with Terrax to help him destroy our world for that Galactus bastard." Stated the angry red giant about the four armed Alien in front of him. "RIGHT?" He then questioned looking over at the other heroes and noticing that they looked annoyed but were glaring at him and not Fourarms. 

"I said it before and I'll say it again. I WAS HELPING THE COPS DEAL WITH A THREAT THAT DAY!" Then stated our Tetramand hero with a glare yelling at the dimwitted giant in front of him annoyed. "And besides that I am an agent of S.H.I.E.L.D., which is a part of YOUR Government." 

"Yea right, you expect me to believe that Fury woul"Actually it's true. Nick Fury asked me to test him myself and approved making him an agent."" The red gamma irradiated giant began to say, but was cut off by Agent Venom to confirm what Fourarms had been saying. 

"We should be focusing on the real threat and trying to take down Terrax the Tamer before he has a chance to call for his master Galactus." Spider-Man stated to the group reminding them of why they are here exactly. 

"Hate to say it, but you're right Web Head." Red Hulk then spoke cracking his knuckles ready for a brawl. "Let's do this, but I got my eye on you shapeshifter." 

"Whatever, for now saving the world is what's important." Answered our alien hero cracking his knuckles as well showing that the lower arms were just as real as the upper ones. "And the name is Fourarms." 

Terrax was growing even more annoyed due to them standing around ignoring him while they had their little chat and so began to attack them enraged and ready for a brawl. Though he was a super strong warrior he wasn't quite ready for Fourarms as he'd gone to punch him only to have his fist grabbed by the Tetramand hero. Getting even angrier he began to punch him with the other arm and having it blocked as well. They were growling with anger annoyed at the power that this individual has.

"I must admit strange creature, you are in fact quite powerful." Terrax then spoke about the Tetramand hero that stood before him as they were fighting to push one another back. "Though it would seem our power is matched." 

"You'd think so wouldn't you?" Spoke Fourarms with a smirk on his face before he then began to rapidly punch Terrax in the face repeatedly with his extra arms causing him to grunt out in pain. "But you forget, I've got an extra pair of arms free." He then grabbed Terrax by the back of the head pulling him down and slamming the Herald's face against his knee before swinging him towards Red Hulk and letting go. 


	20. Chapter 20

Xrossover   
B10 x MUs Chapter 20

Terrax had come to earth to summon his master Galactus, and found Ben and the other heroes who had come to ally themselves with him ready to fight him off. Red Hulk had also appeared as well, and though first tried to Fight Ben when he'd changed into Fourarms he soon reluctantly agreed to a truce until they'd dealt with the issues at hand. Though he was still ready to fight if Fourarms slipped up. While fighting Terrax the Tetramand hero managed to break his face and before throwing him off towards Red Hulk. 

"Batter-Up." Red Hulk spoke swinging a lamp post at Terrax like a baseball bat and slamming it into him sending them back towards Spider-Man.

"It's going, going." Spider-Man spoke before using his webbing to swing some heavy debris at Terrax making him change direction mid air and head off towards Agent Venom.

Agent Venom jumped and slammed a heavy stone debris piece onto Terrax's head sending him face first into the dirt as he skidded across the pavement. "HOME RUN!"

"Since when are we a baseball team?" Daredevil spoke turning his head towards the other heroes who just shrugged in response to his question.

Terrax stood up angrily and began swinging around his lance before slamming it onto the ground and caused large stones to appear and he then knocked them towards the heroes who were there to try to stop him. Though they were able to crush or dodge these stones with ease it was frustrating trying to stop him from whatever it was that he was doing. Red Hulk had began throwing them back at the Herald of Galactus with anger and frustration knocking him off the stone that he was making hover.

"We gotta get that lance away from him." Called out our friendly neighborhood web slinger webbing some stones and swinging them back towards Terrax.

"I got a plan, Red, ever heard of a fastball Special?" Fourarms questioned the gamma irradiated hero looking over at him.

"Got it." Answered the former general with a nod as the Tetramand hit the symbol on his chest to change into a different form.

"Ultimate Upchuck." Called out our alien shape changing hero before jumping towards Red who then grabbed him mid air and threw him directly towards the Herald hoping the guy knew what he was doing.

Terrax was caught off guard by this strange creature heading straight for him and went to swing his lance again, however, when he tried to do so the blob-like creature shot out large tongues that wrapped around his weapon and jerked the lance out of his hands and back towards their body. Everyone was caught completely off guard when Ultimate Upchuck then proceeded to swallow the thing whole and watched as it slowly dissolved into the energies that were glowing within their stomach. After they landed suddenly the ground began to shake causing everyone to fall onto the ground.

The Herald of Galactus began to laugh as this had happened and gazed over at the heroes that were standing in defiance. "You may have taken my lance, but you have all failed." Spoke Terrax with a wicked grin upon his face as some strange light began to appear around them.

"What's going on?" Ultimate Upchuck questioned looking around trying to see what was happening around them with the strange lights.

"Behold the master of your destruction puny earthlings, the great master and devourer of planets, GALACTUS!" Called out Terrax the tamer as a figure began to appear within the light slowly descending towards the ground.

The being descended and landed upon the ground standing taller than any and all of the buildings within the city, they were a grand entity with gladiatorial type Purple and Blue armor and a strange flat horned helmet where the horns were on the side. Their presence alone commanded respect as the looked around spotting their Herald upon the ground he then lifted a massive arm pointing his indext finger at the group. "You, strange shape changing creature, who have bested my Herald have proven that you are more worthy to become my new Herald." It was clear he was speaking about Ultimate Upchuck by the way he described them.

After blasting Terrax and leaving them weak the giant's eyes began to glow with a strange and other worldly light as he blasted Ultimate Upchuck to transform him into his new herald. However, something seemed off. Rather than being changed it was as if they were unaffected, though that wasn't quite accurate. When Galactus stopped it became clear that the Evolved Gourmand had been swallowing the energies as his body bulged but slowly returned to it's normal state once again and the power cosmic became infused with the energies that were already trapped inside of his system given it a glow unlike they had seen before.

"Sorry but I'm not interesting in becoming a puppet." Spoke our alien changing hero breathing heavily looking up at them.

"You would refuse Galactus? Very well then, I shall take this planet for sustenance." The giant then spoke as everyone's radars began going off showing that something with the energies of an infinity stone was drawing near as a large alien drill appeared.

"Not again, we gotta take out that Drill." Red called out recognizing the device that had appeared and began to blast at the ground.

"Red, Daredevil, Emma, keep Terrax busy, Spiders, I'm gonna need the three of you to take out the drill from the inside and claim the infinity stones in there." Ultimate Upchuck spoke to the group of heroes that were there.

"And just what are you gonna do tubby?" Red Hulk then asked looking at the alien changing hero whom had taken charge of the situation.

"I'm gonna take on Galactus." Came the answer as he'd reverted back to Ben telling them all that he was going to fight the giant in front of them. "Stand back I'm about to get big."

They watched as he messed with the dial on his watch and gave him room curious as to what was going to happen. "Hope you know what you're doing." Emma spoke to Ben since she couldn't really read his mind.

Ben hit the watch and began growing larger as he changed forms into the single largest alien hero that he had in his arsenal. "WAY BIG!"

Galactus was caught off guard by the being in front of them but then began to try to blast them with some strange energies to attack them. As large as Way Big was, he was only about up to the shoulders of Galactus not counting the fin upon his head. Though the To'Kustar hero countered with a blast of his own the two energies clashed they created a shockwave that brought up a massive dust storm around them from all the rubble and debris. The other heroes, after snapping out of their stunned states began to do as Ben had told them to and began splitting up with the Spider-themed heroes going after the drill with a little help from Red tossing them high enough their webs could snag it, then Red and his team began to hold of Terrax, which had gotten easier without him having the power cosmic giving him the ability to levitate stones anymore.

"You strange shapeshifter are powerful, but no one defies the will of Galactus." Spoke the giant villain as he tried to punch Way Big, though it was dodged.

"You have no idea." Spoke the To'Kustar hero as he grabbed Galactus by the arm and with all his might threw him over his shoulder and out towards the sea to hopefully limit casualties.

When landing out into the waters it kicked up a massive amount of water making it splash upwards and create a tidal wave while also making it seemingly rain as well. Though they stood up angrily. "I will not be bested by you shapeshifter." The Cosmic entity growled in frustration coming back towards the ground.

After blocking the tidal wave best he could Way Big began to wade out into the water to meet Galactus halfway and activated the communications device. "Fury, evacuate the entire city, get as many people as you can." He spoke into his com before re-engaging with the gigantic enemy that stood before him.

"Can do, give them hell." Spoke the Director of S.H.I.E.L.D. through the device saying he'd get as many people away as he could and began calling for a full city wide evacuation having them go more towards land instead of taking the bridge knowing that would be dangerous. "Take them out."

With a nod Way Big then crossed his arms charging up another blast and firing it off at Galactus while the cosmic entity did the same this caused a typhoon to begin to form around them with powerful winds and massive waterspouts with heavy rains beginning to fall and lightning streaking across the skies while many heroes that weren't a part of Ben's team began helping to evacuate the city as best they could knowing they basically weren't up to stuff when dealing with what was going on over in the waters around them. It was a raging battle unlike anything they had seen take place before, and may never see again.


	21. Chapter 21

Xrossover   
B10 x MUs Chapter 21

  
With the Massive storm raging around them Way Big and Galactus continued to fight causing the sea around the city to begin to raise the tides with tidal waves beginning to form and flood the coastal area. The Battle raging was causing storms so severe that it was beginning to even shake the drill to rattle and shake violently sometimes tilting around making things difficult for the heroes inside looking for the power source of the device in question. The Ground team had managed to get just about everyone out safely and held off Terrax, eventually defeating him once some other heroes managed to join them in the fight. 

"Be on guard, no telling what we'll find here." Spider-Man spoke to the other two spider-themed heroes that had joined him on the mission to take out the drill. 

"Obviously, so we should follow the radar right?" Ghost-Spider spoke up next in the ground about having to go to take down the massive machine around them as they'd come off to two separate pathways that seemed to have the signal for the infantry stone. "Damn, there's two signals, which one do we go after first?" 

"You two head down that pathway, we'll go after this one." Agent Venom spoke up in response to the question saying that they should split up. 

With a nod the three spider-themed heroes split up with Agent Venom going one way and Spider-Man going the other way with Ghost-Spider, though they had to be careful as the drill was shaking around violently, whatever was going on outside had to be seriously impressive, if they survived this then they'd need to watch the fight. Though unknown to them Taskmaster had also managed to make his way in as well and now was also searching for the stones that were in the drill as well. 

"You who have defied the will of Galactus will be destroyed." Spoke the cosmic being in anger firing off another blast of energy at the To'Kustar hero as they continued to fight against one another. 

"Ya, ya, so you keep saying, but I gotta say, so far I'm not impressed." Way Big answered as he blocked the beam with one of his own as he'd finally gotten another communications relay from the director of S.H.I.E.L.D. 

"Way Big, the heroes have gotten everyone out of the city, if you're holding back you can go all out now, Tony said he'd cover damages to the city." Spoke the voice of Nick Fury as he was patched through to Ben via their communications channel. 

"Right, have the others called in about having the infinity stone from the drill yet?" Asked the giant To'Kustar hero into his communications channel which Galactus heard and grew angry about. 

"Not yet, so just keep him clear until they can make contact." Spoke Fury in response to the questioned that Ben had asked him, letting him know he hasn't heard from them. 

"So that means I gotta make sure he stays away from the drill can do." Then spoke our hero saying that he could hold off Galactus until then. 

"Even at your largest you are still puny to me." Galactus spoke saying that he was larger than Way Big and therefore stronger. 

"You'd think so wouldn't you?" Way Big spoke with a smirk causing Galactus to take a step back seeing that he wasn't afraid of him at all. "But I'm not at my largest yet." With that he hit the symbol on his chest and began to grow larger and larger. Way Big's body then began to change so that most of his body turned blue in color with the boots remaining white and the red parts of his body turning white as well with the fin blades on his arms becoming more pronounced than previously and growing two large curved red horns, one on either side of his head. "You may be able to handle Way Big Galactus, but let's see how you deal with ULTIMATE WAY BIG!" Then called out our evolved To'Kustar alien hero as he'd grown large enough that Galactus was now the one that barely came up to the bottom of his chest instead of Ben being the one coming up to Galactus' shoulders. 

The Cosmic Entity known as Galactus took a step back in surprise caught off guard by the new size of the being in front of them as no one had ever dwarfed him before today. "What trickery is this?" He then demanded glaring up at Ultimate Way Big. 

"This is Round Two." Spoke out our Alien hero as he threw a punch that sent Galactus backwards further into the waters that surrounded them. The sound was like that of cracking thunder. 

"NO ONE SHALL DEFEAT GALACTUS!" Called out the world eater charging up another blast of cosmic energy and began to fire at Ultimate Way Big. 

With a smirk upon their face Ultimate Way Big then began charging up his own blast of energy. "We'll see about that." He spoke and then fired the beam slowly pushing back the energies of Galactus instead of them just canceling one another out like previously. 

"NO you can't!" Galactus called out once again caught off guard as the beams overpowered his own and blasted him backwards, it appeared as though he was staring to become more and more afraid the longer the battle dragged on. 

As the battle continued to rage Taskmaster had caught up to Agent Venom taking him out and stealing the infinity stone that was powering the drill causing the energy rays coming from it to slowly dissipate and flicker out before dying down completely, though he'd escaped quickly the drill going out enraged Galactus and he began to run towards the machine only to be stopped by Ultimate Way Big grabbing him by the horns upon his helmet. 

"And just where do you think you're going?" Spoke the evolved To'Kustar as he slammed the cosmic titan into the ground backwards before lifting him up again. "We aren't through yet." 

In anger Galactus then turned and physically slammed his fist into the face of our hero making him stumble backwards. "You who have defied the will of Galactus, you're planet shall perish." 

Ben spat out the blood from his mouth from the hit and smirked cracking his knuckles ready for another round while still in his evolved Way Big form. "Then let's see you try." 

While the two continued fighting Taskmaster had gone off to get the other stone that had appeared to be somewhere in the drill, following the signal to, and began fighting with, Spider-Man and Ghost-Spider. The two of them together did put up a better fight against him than Agent Venom did alone, though soon they were joined by their comrade and the three spiders started fighting against him once more. Though the two colossal titans outside were making that difficult as they were fighting while trying to get to the drill first. 

"Not this time." Ultimate Way Big spoke grabbing Galactus by the horns of his helmet again, only this time he'd ripped them off the sides of it and used them to stab into his shoulders to help paralyze him with pain before kneeing him in the gut.

This time it was Galactus' turn to spit out blood as he held his gut in pain glaring at Ultimate Way Big. "No one has ever brought such pain to me." 

"Get used to it, Everyone, out of the drill NOW!" Spoke our alien hero through the communications to the team still in the drill as he began to charge up another blast of energy, this time aiming it directly at the Drill itself. 

Although Galactus tried to do something the pain had kept him down, and so everyone in the drill jumped down the barrel since it was the quickest way out stating they could end this on the ground. Once they had all cleared it Nick gave Ben the all clear to do whatever he was going to do, and so, Ultimate Way Big fired off a powerful blast of concentrated Cosmic Rays at the drill blasting straight through and causing it to explode into tiny pieces virtually vaporizing it with a single shot. 

"NO!" Called out Galactus as he watched the drill be destroyed from a single shot. "You Destroyed it, I will des.." He began to yell but was cut off by Ultimate Way Big kicking him on the side of the head knocking him over. 

"Bla bla ble bla, you know Galactus, you aren't the only being that can manipulate cosmic energies." Spoke Ultimate Way Big picking him put by the sides of his chest armor. "Now, GET OFF MY PLANET!" He then turned and with a single powerful throw hurled Galactus out into space where he'd drift off until he eventually lost momentum and would have to find somewhere else to gain sustenance. 

After seeing what he'd just tone Terrax tried to suck up to Ultimate Way Big believing he could grant him more power but was also hurled into space after Galactus. "Good riddance." Spider-Man spoke watching it go down. 

"Did you manage to get the stones?" Questioned Ghost-Spider asking if our friendly neighborhood web-head had managed to grab what they were after from Taskmaster. 

"Oh, Uh, no, no sadly he'd escaped before we could finish things and took the stones with him." Spider-Man then answered claiming that he hadn't been able to grab the stones from their opponent. 

The Other Heroes had started to cheer for Ultimate Way Big for being able to defeat Galactus and were starting to celebrate to which the other Spiders then went to join as Ben changed from Ultimate Way Big back to just Regular Way Big, and then back to simply being Ben. He'd looked exhausted after all that and even Red Hulk had slapped him on the back to tell him he did a good job knocking Ben over in the process which everyone stopped cheering at for a second, though Ben began to laugh and so the others also had started to laugh too before going back to cheering, though Spider-Man had been off to the side looking a a glowing stone before putting it away quickly when The Human Torch had called out to him to come join the fun and went to join the celebration at hand. 


	22. Chapter 22

Xrossover   
B10 x MUs Chapter 22

  
Peter Parker had awoken that day with the sun shinning in his eyes through his bedroom window which was unusual as he didn't live there like that. Still, after looking around he'd figured that he must have spent the night over at his Aunt May's house for whatever reason and simply was too exhausted to forget. As he got up from the bed in his old bedroom he then stretched out and looked around for a change of clothes, he'd taken some that he'd left over at her house and began to change before then heading on downstairs following the smell of Aunt May's favorite wheat cakes.

"Well, look who's up today." A familiar voice spoke up, it was one he hadn't heard in a very long time, looking over he'd seen the man that had raised him since he was a young boy. 

"Uncle Ben?" He spoke a little surprised but then began to remember what had happened previously and then smiled speaking to them with a relieved smile. "Good Morning." 

"Good to see that bump hadn't caused you to forget anything." The elderly man chuckled with a gentle smile. "We were worried about you." 

"Uhh, I think it might have, I don't remember what I was doing before I woke up this morning, would you remind me?" Peter then asked his uncle to refresh his memory for what had been going on. 

"You were testing something in your lab and bumped your head by accident when you slipped. I don't know how many times I've tried to tell you to make sure the floor is clean and dry before you do experimenting." Aunt May spoke up in response to Peter's question as she'd put a stack of wheat cakes down in front of him and then moving some hair on his head, probably looking at where the bump was knowing what a worry wort she is. "Looks like it's gone down a bit." 

"What lab was that?" Then asked our spider-powered young man curious about what they were talking about trying not to worry them at the same time. 

"Well, you do have multiple, guess it's hard to remember what lab you were in, it was the main one at Parker Industries. Your friend Ben called us when it happened, though the medical staff there said it would be safe to bring you home." Spoke up Uncle Ben telling him he not only had multiple labs, but that he now had his own company. 

"Oh, right, I'll have to head back over there to make sure everything is running smoothly. But first, .." Peter then nodded about that whole situation and began to to enjoy the wheat cakes. 

Peter had gone off to the main 'parker industries' building to find out more about what exactly was going on. The Woman at the reception desk was surprisingly Betty Brant who told him good morning, and about today's schedules and meetings handing over his stuff the same way she always did, or at least, the way he assumed that she always did. He'd gone off to find Ben to find out what exactly was going on, though soon he'd found him in a lab working on something and sighing annoyed. 

"Hey Ben, I need to talk to you for a bit." Spoke our spider powered genius as he walked into the lab in question seeing that Ben was the only one there. 

"Well, look who's back." Ben spoke a bit annoyed by Peter's presence right now. Whatever he'd done he wasn't really sure. "What do you want?" 

"Well, I hit my head yesterday and can't really remember what's been going on, think you can help me out?" Peter questioned looking at the slightly more annoyed face of our alien watch wielding hero. 

"Ya, I remember." Spoke Ben as he was growing more annoyed. "Let me refresh your memory, You used the damn stone and screwed up the timeline, that's what happened. I changed into clockworks when the shift began to happen to avoid forgetting everything." 

"Wait, so.. Okay, I remember having the time stone.. You told me not to but I just wanted to see Uncle Ben again, and ended up saving him.. But this new timeline seems pretty great, so what's the problem?" Spoke Peter as he'd began to remember what happened and wasn't sure why Ben was so mad. 

"You screwed up big time, The Final Stone's in the possession of Dracula and that bastard is using it to raise an army of the undead in secret according to Blade." Then came the answer as he'd struck peter in the side of the head where the bump was.

"Okay, we'll just get the avengers to "What avengers? The Avengers disbanded years ago."" Peter then began to suggest thinking that they could get the heroes to help, only to be cut off by Ben and told that they don't have the Avengers anymore. 

"Okay, well, we can get Ghost-Spider, Agent Venom, and some others to help." Came the next suggestion as Ben just glared at him for not realizing how badly he'd screwed up. 

"Ghost-Spider and Agent Venom don't exist. Flash died when your school was attacked by Hulk who was looking for you." Ben then stated to Peter about the consequences that had come with his actions. "Gwen died when you tried to save her from falling off a bridge with your webbing and the whiplash from the sudden stop snapped her neck." 

Peter stopped and stared at Ben surprised by what he'd just said to him, knowing that two of his closest friends had died because of him saving Uncle Ben. "What happened to the others?" 

"Miles was killed when he tried to be a hero like you and was killed by Scorpion. Daredevil perished because of tech supplied to the Kingpin by Parker Industries, Emma Frost wasn't given a chance with the X-Men after your influence on befriending them and teaching what your uncle taught you. The Hulk went insane and became a villain because he didn't have a friend like you to calm him and be there to help calm him down. He's killed Hawkeye, and Iron Man, which is why Stark Tech no longer exists, your company took over without Tony around." Ben began going down the list of what all he'd caused by that one little act of selfishness. "You're not the friendly neighborhood Spider-Man Peter, You're the sometimes hero Jumping-Spider." 

After hearing everything Peter sat down in a chair stunned about what he'd done, and all that because he wanted to save Uncle Ben. He needed a moment to collect himself. "All that, from one little event? I, I should have known better." 

"You should have, a friend of mine once said that Time Travel is only for Immortals and fools. so tell me, which one are you Peter Parker?" Our watch wielding hero spoke to Peter telling him what had Paradox had said about time traveling. 

"The fool, I only wanted to see my uncle again, and I caused all this to happen." Came the answer as he pulled out the stone with a sigh. "I can fix this, I'll stop me from saving Uncle Ben." 

"Before you do, I've just about figured out a way to take the final stone from Dracula and help the people of this timeline with that, if we do it right, we can then use the time stone with Clockwork and get back to the correct timeline and keeping the final stone out of anyone else's hands." Ben then stated to Peter who nodded in response to the statement. 

"Alright then, explain this plan of yours for how we handle this exactly." Spoke our Spider-Powered individual as he looked over at his friend wanting to know about the plan that he'd worked out. 

Ben sat and explained how they could both get the stone and set everything right at the same time to Peter who'd nodded thinking that the idea sounds, well, Sound, or at least sound enough to work. Though first they'd have to find Blade and go after the vampires and Dracula, they'd have to fight their way through the army however in order to beat him and claim the soul stone, which was the final of the infinity stones as far as they were aware. 

"Alright then, we'll contact Blade and help him out tonight." Peter spoke with a nod saying that they'd make contact with the half vampire and be able to help them out. "Do I have any resources that can help with that?" 

"You could have old flat top handle that." He suggested to him about using Jonah to help get ahold of Blade. 

"Old J.J. He doesn't hate me in this timeline?" Questioned our spider powered individual caught off guard by the suggestion that Ben had made him. 

"No, in fact he's one of your biggest supporters." Came the answer as Ben spoke about what was going on between the two of them.

With a nod Peter then went off to the J3 building to talk to Jonah about putting out a call to the Day walker Blade to come to the main parker industries building to discuss teaming up without freaking out the public he'd tried to word it so that it was special invitation for a special job so as to both let blade know they were wanting to help him out with something and keep the general public from figuring out what was going on. 


	23. Chapter 23

Xrossover   
B10 x MUs Chapter 23

  
After Jameson was surprisingly willing to help out, they'd managed to get into contact with Blade and he'd come over to the compound to explain what had been going on with Dracula and his vampire followers recently, explaining about the soul stone and how he'd been using it to control the dead. It seemed that S.H.I.E.L.D. had been keeping the lid on things so as to not induce mass panic. They'd agreed that the best place to strike was the next destination Dracula was going to hit. Noticing the pattern in everything Peter then began to work out just where that next spot would be and so they agreed to head out there after gathering the things that they'd needed. 

"Alright, we've got together everything that we need thankfully, the only thing now is to go after dusk to take them down." Spoke Blade to the other two that were there to help him out with this mission. 

"Wouldn't attacking during the day be more practical?" Questioned Peter about the idea of attacking at night, instead of during the day. 

"Blade being a day walker is a lot stronger at night since the sun weakness him even though it destroys vampires." Ben then explained to him about why exactly they were planning to attack at night. "And with Whampire's corrupturas we can use to have the armies fight against themselves." 

"Whampire?" Questioned Blade looking confused about what he was going on about having not heard of them before. 

"Alien Vampire Transformation." Explained the alien watch wielding hero about the whole thing. 

With a Nod they finished preparing to head on out with Peter using his Jumping Spider costume since he really didn't have much choice in the matter. It was similar to the Iconic Spider-Man costume, though it didn't have the web design, and it was a dark green metallic color where it was supposed to be Red, and Black where the blue should be, the Spider Design was also a bit larger as well. It felt pretty good over all, but he'd missed the classic Red and Blue. Though this suit did come with taser webbing and a stealth function. Blade had taught them about the tools they could use against the monsters and everything while Ben had transformed into is Vladat transformation just as they were preparing to head out and fight. 

"Alright, everyone ready?" Questioned Whampire as they all climbed out of the transportation that they had managed to procure for themselves. 

"Let's do this, Dracula won't know what hit him." Came the answer from Jumping Spider with a nod ready to fight off the monsters that were soon to be upon them. 

"Well then, get ready because here they come." Blade then spoke taking notice of the creatures that were slowly surrounding them and the crypt that they were standing guard at, really they didn't much care about it, it was just the bait after all. 

Soon they had become surrounded by skeletal figures, along with multiple werewolves and vampires that were under the control of Dracula, when the order was given the three then began to fight them off with Whampire firing corrupturas at the skeletons and other creatures that he could to turn them against the other monsters, though their numbers were still out matched by Dracula's army, especially since the skeletons had no real way for them to be controlled by the corrupturas. 

"What's going on, I thought you said you could control these things." Questioned the Day Walker as he sliced the head of a skeleton on annoyed by what was going on. 

"It would seem that since they have no muscles to control so they corrupturas aren't working properly." Came the answer as the Alien Vampire instead began to focus on the Werewolves and the other Vampires that were around them instead helping their numbers but not by much. 

"Well that's just great, how are we supposed to take down an army this size?" Questioned our green and black clad Spider themed individual spoke annoyed as he fired off a web at the werewolf in front of him and unleashing the taser web after it connected frying them in the process. 

The three continued fighting as they heard a howl and saw a particularly large werewolf that was much bulkier than the others and wearing a black collar. "Just who is this now?" Questioned our alien hero taking a look over at them. 

"Oh great, it's Werewolf by Night." Spoke the half vampire hero growling about what they had on their hands. 

"Judging by the looks of things, this is bad." Spoke our Spider as he continued fighting off some of the Vampires around them. 

"Forget him, we need to find and take out Dracula." Spoke Whampire as they were starting to be overwhelmed a bunch of skeletons piling up onto him, though that didn't really work as beams of a strange light began to shoot out from them before the skeletons were blasted back and turned to dust by the blast when they collided with trees and headstones and the like. 

As Werewolf by Night joined the battle as well trying to fend off Blade, the top half of a skull rolled over to an individual that had been watching the battle taking place. He'd picked up the skull and looked at it before the battle going on and letting out a whistle that stopped the fighting while they began walking towards the group. This individual had pale slin with pointed ears, he was also clad an Red colored armor with long flowing silver hair done up in a rather thick pony tail. He was rather handsome and had piercing ice blue eyes. Over all they were handsome but something about them gave off an air of danger. 

"It would seem that someone has decided to try to spoil my fun." The individual spoke walking towards them, he had a glowing stone attached to a loose dangling necklace. 

"Ya, well, taking over the world isn't cool." Whampire then told the armor clad person that stood before him ready to fight, his attitude was a surprise to the man. 

"Curious, I've not met an individual such as yourself within the Nosferatus before today, tell me creature, just who or what are you?" They spoke back to the alien vampire calm and collected more curious than anything. 

"I am a Vladat, and the name is Whampire." Came the answer from our alien hero as he looked over at the being in front of them. 

The being began laughing in response. "Well them Whampire, I am Dracula, and you will make a fine addition to my collection." 

"Nah, I don't go for the whole Slave thing." Our watch wielding hero then spoke in response to the statement of the individual now confirmed to be Dracula standing in front of him. 

"I wasn't asking Vladat." The Vampire king then spoke growing angry at his response. "You WILL Be a part of my collection." He crushed the skull that he'd been holding in his hand as he said this and growled angry. 

"Bring it on Nosferatu." Whampire called out with a smirk stretching out and getting into a fighting stance with a smirk. 

With a snarl Dracula launched himself at Whampire making all the fighting start up again in the process, the alien Vampire and the King of the Vampires trading blow and clawing at one another, or at least trying to. Our alien hero was knocked on the ground, but before The Vampire King could jump on him he put his legs up and used the momentum of his opponent to kick him further away behind him, grabbing at the stone but barely missing and standing up ready to continue their battle. 

"You should surrender now, no one can defeat the King of Vampires." Dracula called out to Whampire warning him to surrender. 

"No one except Simon, Trevor, Richter, Johnathan, Christopher, Desmond, WHOA!" Whampire began to retort while counting on his fingers before dodging Dracula's claw as he'd slashed at him with snarling anger. 

"HOW DARE YOU SPEAK OF THEM IN MY PRECENSE!?" Snarled the King of the Vampires in anger about him bringing up the names that he'd started counting off. 

"Okay, okay, touchy subject. Sheesh, you'd think I actually had the whip with me." Our Alien Vampire sighed holding up his hands in a non threatening manor before smirking and bringing up something that they didn't want to hear making them try to claw at him again. 


	24. Chapter 24

Xrossover   
B10 x MUs Chapter 24

  
The fighting between the three heroes and the armies of the supernatural and undead had been going on without anyone else really knowing about what was going on, but Whampire had started to fight against the King of the Vampires Dracula and had managed to anger him greatly. So much so that the Vampiric Lord had unsheathed his blade ready to attack with his sword against the alien hero. Though he was managing to dodge the attacks he really couldn't keep that up forever while also trying to grab at the necklace worn by the sword wielding Vampire barely missing each time. The three heroes that were there were slowly becoming overwhelmed by the army size beginning to grow tired while fighting. 

"Give up creature, surrender to me and I may take pity upon you and spare your feeble existence." Called out the Vampire Lord Dracula as he swung his blade down straight at our Alien hero Whampire. 

"Sorry, but I don't think so, I don't do the whole Surrender thing." Whampire spoke back to the King of the Vampires sidestepping the blade again narrowly evading it. 

"Then you are a fool to think that you may be able to withstand my armies." Growled the Vampire Lord as glared at our Alien hero who was making him more and more angry. 

"Hmm.. You know, you may be right." Spoke our Alien hero rubbing his chin between his gloved index finger and thumb in thought, then he spat out a Corrupturas towards Dracula who evaded it with ease. 

"Your aim is truly pitiful, did you really think you could just take over me with such a feeble attempt?" Demanded the Sword Wielding individual as he laugh at how pathetic that was for him. 

"Perhaps..," Began the Alien shape changing hero with a shrug before he then began to smirk looking smug about something that he'd just done. "But then, I wasn't aiming for you."

In response Dracula had turned towards where the Corrupturas had been going only to become wide eyed in surprise as it had then latched itself to the face of Werewolf by Night and thus putting the Lycanthrope hero under the control of Whampire and freeing him to join the side of Jumping Spider and Blade, which in turn also made those of his pack turn on the vampires and skeletal beings. This made it a much more even fight, and enraged The Vampiric King even more as he snarled turning back towards the alien Vampire as he then began to violently swing his blade seeing his plans going off the rails made him loose his cool it would seem. 

"Oh, did I screw up your plans?" Questioned the Alien Vladat with a smirk as he moved out of the way of the swings moving backwards laughing at how wild his opponent had become. 

"I WILL DESTROY YOU!" Yelled out the villain as he thrusted his sword towards Whampire only for him to move again, and causing him to run it straight into a large tree getting it suck in the process. 

"Tisk tisk Vladdy, you really should watch that temper of yours." Stated Our hero shaking his index finger at him like one would if they were talking to a child telling them not to do something bad before then kicking the back of his knees out making him loose balance and swiping the stone from his neck finally. "Now you see that wasn't so bad." 

"THAT STONE IS MINE, RETURN IT AT ONCE!" Shouted out our vampiric lord as he swiped an arm at Whampire who avoided it once more and pulled the stone closer to themselves and tightening the grip upon it. 

"I don't think so, the armies are mine to command now, and I command them, to return to whence they came." Spoke our hero as he held up the stone and it's glowing made the armies begin to leave back to wherever they had come from. "Give it up, you've lost." 

In anger Dracula charged at Whampire who was narrowly evading due to how much faster they'd gotten with their swings which were still violent and wild due to loss of cool. Thankfully with the others gone Jumping Spider, and Blade were able to step in and help fight the undead king eventually the three of them had managed to bring him to exhaustion and were now catching their breaths with Dracula too weak to keep fighting against them. 

"Damn, that was rough." Jumping Spider sighed removing his mask and wiping his forehead since everyone knew his identity here anyway. 

"No kidding." Nodded Whampire in agreement with them with an exhausted sigh of his own. "At least it's finally over, now we can just focus on getting back to how things should be." 

"I got no idea what you two are on about, but I'm just glad we finally managed to take down Dracul.." Blade began to speak about the situation that they were currently in while looking back to see where Dracula was supposed to be but noticing him gone. "Uhh, guys, where's Dracula?" 

Hearing the question, both Jumping Spider, and Whampire, then began to look around thinking that he probably couldn't have gotten far with how exhausted he was. Blade too began to look around, little did they know that Dracula was watching them and waiting for just the right moment to strike for revenge and to reclaim the stone that had been taken from him taking it back for his own nefarious intentions. Once Whampire was far enough away from the other two heroes Dracula had decided that that was the perfect moment to strike. Rushing over quietly he then bit down upon the alien's shoulder intending to drain him of his blood and feed upon him. This caused Whampire to cry out in pain as the other two turned back towards him. 

"BEN!" Called out Jumping spider seeing what had happened as Whampire slowly reached up and grabbed Dracula by the hair atop his head and began pulling. 

Whampire began to pull him downwards and ended up throwing him off of his shoulder and into a tree. With a snarl unlike the others had heard before he then rushed forwards and using the tips of his claws ran his arm through the vampire king's abdomen causing them to spit out blood and let out a pained grown. Though something seemed to be wrong, as our alien hero's eyes began glowing with an eerie light he'd forced Dracula into a position where his neck was vulnerable. The Alien Vampire's sharp teeth became more predominant as he bit down upon the exposed neck taking in the energies of the Vampire King before biting down harder and pulling away with a single and violent jerk he'd then torn out his throat blood gushing from the jugular with only the back of the neck still in tact. Whampire then spat out the flesh he'd ripped away with the blood of the vampire king spilling out from the bottom of his mouth snarling feral from what he'd done and becoming more drenched in blood as it spewed from the gaping hole that was the former vampire king's throat like a gushing fountain. 

The other two heroes came to a skidding stop having witnessed what just happened with Dracula as this was all wrong. "Please tell me you know how to deal with this without killing him?" Jumping Spider then enquired as his spider-sense was going haywire warning him of the dangers that were in front of him. 

"I think I might, there's a special drug I use to keep my bloodlust at bay, it might work." Came the answer as Blade held out a vile with a needle attached to it. "But we gotta get in close to give it to him." 

"Worth a shot, my spider sense can help me catch him safely and I'll try to hold him for as long as I can with my Spider Strength. You Administer whatever it is you're using to quench the bloodlust." Spoke our Spider themed hero with a nod as he then ran towards the alien vampire.

With the crazed state Whampire was in he was swinging his claws wildly, though thankfully Jumping Spider was able to avoid his attacks thanks to his spider sense and soon had him restrained as the day walker quickly prepared the syringe and then ran over jabbing it straight into the alien Vampire's body causing them to thankfully slowly begin to calm down as the strange glowing in his eyes began to calm down little by little becoming more relaxed and once calmed was let go and reverted back to his human form. 

"What happened?" Ben questioned confused looking around confused as to what was going on and then making a sour face and spitting out the blood that was left in his mouth. "Is that blood?" 

"It is, you ripped out Dracula's throat with your teeth." Blade stated calmly as if this was a normal thing to be saying, but with everything the three of them had seen in their lives, it really wasn't anything they weren't used to. 

"Oh, then I guess it's time to head on back finally." Spoke our alien watch wielding hero as he began messing with the dial on the Ultimatrix M.U. and then selecting the transformation he wanted slammed down the dial. 


	25. Chapter 25

Xrossover   
B10 x MUs Chapter 25

  
They'd managed to get back and given both the stones to Fury having them placed into the vault to keep them safe from the hands of the villains around them, or so they thought anyway. They'd been awakened by alarms blaring indicating an intruder of some sort having infiltrated the S.H.I.E.L.D. Tri Carrier and so had to race off to go and find whomever it was that had broken in. Racing off they'd found that the stones were now missing and so they'd need to try to find whomever it was that took the stones. 

"Fury, what's going on?" Questioned Ben as he'd been jolted awake by the alarms blaring around him, he didn't like being suddenly woken up like that. 

"We got an intruder, I'm in the vault now and the stones are missing, see if you can find who took them." Came the answer from Director Nick Fury as he'd been checking the vault for a clue as to lead them to the culprit. 

"I'll get on it." Ben spoke before activating the dial on his Ultimatrix M.U. and, after finding the transformation he wanted, He slapped down the dial changing into what appeared to be a large orange dog-like creature with no eyes, ears, nose, or tail. Their body also had dark reddish orange stripes across his back and very large and defined teeth with his bottom jaw sticking out of his mouth a bit. There were also various spines found all across his body and three gill-like slits on the sides of his neck, and finally he had a dark green collar with the Ultimatrix M.U. Symbol on the front of it like a tag of some sort. Unlike the other aliens, this one snarled out and let out a barking like roar before starting to sniff around and then growling and racing off. 

Rushing around the alien he'd transformed into stopped when he'd reached a point for which way to turn and continued racing around trying to pick up a scent. Once he'd managed to find the scent of the intruder they then ran off growling and snarling towards the direction the scent was coming from, he'd found them and began to snarl at them to intimidate them into dropping the stones that they had stolen. Though they were caught off guard they didn't drop the stones. 

"What is this thing?" The person who'd stolen the stones questioned looking confused and pointing a sword at them. 

Our alien hero then snarled at them letting out a strange sounding bark that sounded sorta like a cross between barking and roaring as if it had been an answer to the man's question. They then began to claw at them while trying to avoid the blade that was pointed at them.

"Whatever you are, I'd suggest you run along back to the lab you escaped from with your tail between your legs." Spoke the intruder warning the creature in front of them about the dangers of fighting them. 

In response to what they'd said the orange beastlike creature then moved back avoiding the blade and turning so that the intruder could see their backside before looking towards their back before returning their focus back towards the intruder as if they were confused by the tail comment. 

The intruder looked confused by what they were seeing for a moment before realizing that they were being mocked by the creature showing that it didn't have a tail, and then got angry. "Why you, I'll have your head for that!" They spoke angrily before starting to swipe at them again. 

The orange creature then began to dodge again making strange noises but the tone was clear that it was some sort of complaint towards the Intruder before growling and snarling again. 

The Intruder continued trying to slash at the alien in front of them, but was caught off guard by a blaster shooting their sword out of their hand as the Director of S.H.I.E.L.D. Colonel Nicholas Joseph Fury Sr. walked out holding their weapon at the ready to take them down and the Intruder realizing that they weren't getting out of this if they fought against them then threw down a smoke bomb and began running off towards another way out of the Tri Carrier. 

"I'm guessing that's you Tennyson?" Fury questioned looking over at the striped orange creature that was standing in front of them. 

The striped orange alien creature let out a short growling sound and nodded in response to the question indicating that they were actually Ben transformed into a new alien.

"Whatever that form is we need to find the intruder, think you can follow them?" Questioned the S.H.I.E.L.D. Director wanting to know if there was any way they could follow after them. 

Nodding the strange alien form then began to sniff around before letting out a strange sound and then began running off towards the direction that the intruder had gone off towards with Fury following after, though Spider-Man showed up to help as well since he'd also been staying aboard the Tri Carrier as well. They'd had to split up with the other heroes aboard to help try to find the intruder that had stolen the infinity stones that they had collected up until that point, and the two followed whatever Ben had turned into since he could lead them to the Intruder. 

The Alien that Ben had changed into lead the way and soon stopped at the spot where the Intruder was, to which Fury continued running towards them and attacked, only to find that they had disguised themselves as Fury himself. "What the?" Questioned Spider-Man confused by what he was seeing. 

"What are you waiting for, a written invitation? Take this guy down." One of the Furys spoke looking over at Ben's alien form and Spider-Man. 

"Don't be Stupid, I'm the real Fury." The second Fury then spoke, further confusing our Friendly Neighborhood Hero even more. 

"What are you nuts? Your eyepatch is even on the wrong side look." The first Fury then spoke again telling them that the other one was wrong. 

"Me? You're Eyepatch is wrong, I should know, I'm the real Fury." Spoke the Second Fury again as he then pointed his index finger at the first Fury. 

"OKAY ENOUGH!" Shouted the Spider-Themed hero as he then proceeded to web both of them up to keep them from fighting against one another and make things easier. 

The Alien that Ben had transformed into began to make sniffing gestures, though didn't have a nose, and then began to growl as if he was able to tell who the intruder was, which would help things along a bit. 

"Good, help us out then would you please?" Questioned Spider-Man asking the Alien form of Ben's to help them figure out who was the fake. 

Nodding the Alien form that was in front of them then began to make strange sounds as if sniffing around, before he then looked up at one of the Furys and began to snarl and growl at them indicating that this was the fake one. This caused the fake one to panic and take out their bladed weapon and slice the webbing off of themselves and pointed it at them all in warning to keep them away, though the orange striped alien in front of them snarled distracting them as Spider-Man then fired a web at the weapon jerking it from their hand. 

When the Intruder had become distracted the striped creature that Ben had changed into then snarled and lunged at them, though they'd dropped another smoke bomb, but this one was different, it was more like pepper spray and smoke together, this caused them to let out pained creaming sounds as they began rolling around on the ground continuing to make the pained screeches before finally changing back into Ben. 

"BEN Dude are you alright?" Spider-Man questioned trying to check on the alien shape changing hero who was squirming around in pain and trying to get the spray out of his eyes. 

"Gah, damn it, that stuff stings." Ben then answered while still squirming and trying to get it out of his eyes being in pain. "Whaa." The then spoke hearing an explosion nearby and trying to activate the Ultimatrix M.U., but still couldn't see properly. 

The three of them then ran off to see what happened, only to be frustrated by the fact that they'd blown a hole in the hull and escaped. "DAMNIT They've gotten away." Fury then spoke up frustrated by what happened. 

"We'll find them, I put a tracer on them." Our Friendly Neighborhood Spider then stated to the director of S.H.I.E.L.D. 

"When did you have time to do that?" Questioned Ben still rubbing his eyes in pain, but calming down a bit from it. 

"I didn't, I put a tracker on both the real Fury, and the fake Fury at the same time when I webbed them both up, just to be safe." Then came the explanation from the Spider-themed hero about what he had done. 


End file.
